Terms of Service
Last updated: 20 July 2026
1. About these terms
These Terms of Service govern your access to and use of:
- the website at systemised.com;
- any associated landing pages, applications, portals or online communities;
- our educational materials, templates, systems and digital resources;
- our consulting, coaching, implementation and advisory services;
- any software, artificial intelligence tools or technology made available by us; and
- any other products or services supplied by Systemised Ltd.
These Terms apply alongside:
- our Privacy Policy;
- any proposal, order form, invoice or statement of work;
- any programme-specific or service-specific terms;
- any acceptable-use rules provided to you; and
- any other written agreement entered into between you and Systemised Ltd.
Where there is a conflict between these Terms and a separately signed agreement, proposal, order form or statement of work, the separately agreed document will take priority in relation to that conflict.
By accessing our website, creating an account, purchasing a product or service, accepting a proposal or otherwise using our services, you agree to these Terms.
If you do not agree to these Terms, you must not use our website or services.
2. Information about us
The website and services are operated by:
Systemised Ltd
Company number: 17338546
Website: systemised.com
Email: samson@systemised.com
Alternative email: george@systemised.com
Registered office: [INSERT REGISTERED OFFICE ADDRESS]
References in these Terms to “Systemised”, “Systemised Ltd”, “we”, “us” or “our” mean Systemised Ltd.
References to “you”, “your” or “Client” mean the person or organisation accessing the website, purchasing from us or receiving our services.
3. Business customers
Our products and services are primarily intended for businesses, business owners, agencies, consultants, coaches and other commercial users.
Where you purchase our services on behalf of a company or other organisation, you confirm that:
- you have authority to bind that organisation;
- the organisation agrees to these Terms;
- the purchase is being made wholly or mainly for business purposes; and
- the organisation will be responsible for anyone who accesses the services through its accounts.
Where you purchase from us wholly or mainly for personal purposes, you may be treated as a consumer. Nothing in these Terms excludes any mandatory rights available to consumers under applicable law.
4. Changes to these terms
We may amend these Terms from time to time to reflect:
- changes to our business or services;
- changes to legal or regulatory requirements;
- changes to the technology or third-party platforms we use;
- security requirements; or
- improvements to the clarity or operation of these Terms.
The updated version will be published on systemised.com with a revised “last updated” date.
Changes will not normally affect services already purchased where doing so would materially disadvantage you, unless:
- the change is required by law;
- the change is necessary for security or technical reasons; or
- we have otherwise agreed the change with you.
Your continued use of the website after updated Terms are published constitutes acceptance of the updated website terms.
Material changes affecting an ongoing paid service may also be communicated to you by email or through the relevant platform.
5. Website access
We grant you a limited, revocable, non-exclusive and non-transferable right to access and use our website for lawful purposes and in accordance with these Terms.
We do not guarantee that:
- the website will always be available;
- access will be uninterrupted;
- the website will be free from errors;
- all content will always remain available; or
- the website will be compatible with every device, browser or operating system.
We may suspend, withdraw, restrict or change any part of the website without notice.
You are responsible for ensuring that anyone who accesses the website through your internet connection is aware of these Terms and complies with them.
6. Accounts and registration
Certain products or services may require you to create an account.
You agree to:
- provide accurate, complete and current information;
- keep your account details updated;
- keep usernames, passwords and access links confidential;
- use reasonable security measures to protect your account;
- notify us promptly if you suspect unauthorised access; and
- accept responsibility for activity carried out through your account.
You must not:
- share your account with anyone who is not authorised under your purchase;
- sell, sublicense or transfer access;
- allow multiple users to use an individual licence;
- attempt to bypass account or access restrictions; or
- impersonate another person or organisation.
We may suspend or terminate an account where we reasonably believe that:
- inaccurate information has been provided;
- an account has been shared improperly;
- there has been unauthorised access;
- these Terms have been breached; or
- the account is being used unlawfully or in a way that may harm us or others.
7. Our products and services
Our products and services may include:
- consulting and advisory services;
- coaching and educational programmes;
- group calls and one-to-one calls;
- client-acquisition strategy;
- paid advertising guidance;
- content and marketing systems;
- sales and operational systems;
- funnels, automations and integrations;
- artificial intelligence tools and workflows;
- software access;
- templates, scripts and standard operating procedures;
- communities and communication channels;
- implementation or done-for-you work; and
- other related products and services.
The exact scope of any purchased service will be set out in the relevant:
- sales page;
- proposal;
- order form;
- invoice;
- service description;
- statement of work; or
- written agreement.
Any feature, resource or deliverable not expressly included in the agreed scope is not included unless we agree otherwise in writing.
8. Orders and contract formation
Submitting an application, booking a call, completing a checkout or making an enquiry does not necessarily mean that we have accepted an order.
A binding contract will be formed when one of the following occurs:
- we confirm your order in writing;
- you sign or accept a proposal, order form or agreement;
- we issue an invoice that you accept or pay;
- we accept payment for the relevant product or service; or
- we begin providing the services with your agreement.
We may refuse an order where:
- the service is unavailable;
- we believe the service is not suitable for you;
- payment cannot be authorised;
- pricing or service information contains an obvious error;
- we cannot lawfully provide the service; or
- accepting the order would create a conflict of interest or material business risk.
9. Prices
Prices will be stated:
- on the relevant sales page;
- during the checkout process;
- in a proposal;
- on an order form;
- on an invoice; or
- in another written agreement.
Unless stated otherwise:
- prices are quoted in the currency shown at checkout or on the invoice;
- applicable taxes may be added;
- third-party costs are not included;
- advertising spend is not included;
- software subscriptions are not included;
- contractor or production costs are not included; and
- travel or accommodation costs are not included.
You are responsible for checking the total price and payment structure before purchasing.
10. Payment
You agree to pay all fees in accordance with the agreed payment schedule.
Payment may be required:
- in full;
- by instalments;
- through a subscription;
- under a payment plan; or by milestones.
Where you agree to an instalment plan, you are committing to pay the full agreed price. An instalment arrangement is a payment facility and does not convert a fixed-term programme into a monthly cancellable subscription unless we expressly agree otherwise in writing.
You authorise us and our payment providers to charge the payment method supplied for:
- the initial payment;
- scheduled instalments;
- recurring subscription payments;
- agreed additional services; and
- overdue amounts where permitted.
You must keep your payment details current and valid.
11. Failed and late payments
If a payment is declined, reversed, disputed or overdue, we may:
- retry the payment;
- contact you to request updated payment details;
- suspend access to products, calls, portals, software or communities;
- pause work or delivery;
- withhold deliverables;
- terminate services where the failure continues;
- recover reasonable costs incurred in collecting overdue sums; and
- charge interest where permitted by law or stated in the relevant agreement.
Suspension of access does not remove your obligation to pay amounts already due or committed under a fixed payment plan.
Where services are paused because of late payment, delivery dates and timelines may be extended accordingly.
12. Payment disputes and chargebacks
You must contact us before initiating a chargeback or payment dispute so that we have a reasonable opportunity to investigate and resolve the issue.
A chargeback must not be used as a substitute for:
- contacting us;
- following an agreed complaints procedure;
- exercising valid cancellation rights; or
- resolving a genuine contractual dispute.
Where you initiate an improper or fraudulent chargeback, we may:
- suspend your access;
- terminate the services;
- provide relevant contractual and usage records to the payment provider;
- recover outstanding amounts; and
- recover reasonable administrative or legal costs where permitted.
Nothing in this section prevents you from exercising any lawful rights available through your bank or payment provider.
13. Cancellations and refunds
13.1 General position
Refund and cancellation rights may differ between products and services.
Any specific refund policy stated in a:
- proposal;
- order form;
- sales page;
- checkout page;
- invoice;
- programme agreement; or
- statement of work
will form part of your contract.
Where no specific refund policy has been stated, the provisions below apply.
13.2 Business customers
Unless we expressly agree otherwise in writing, purchases made wholly or mainly for business purposes are non-refundable once:
- access to digital materials has been supplied;
- onboarding has started;
- work has been scheduled;
- strategy or intellectual property has been provided;
- services have begun; or
- resources have been allocated to your engagement.
This is because our products and services commonly involve immediate access, reserved capacity, strategic information and front-loaded preparation.
Where we agree to allow a business customer to cancel, you remain responsible for:
- services already supplied;
- work already completed;
- resources already committed;
- non-cancellable third-party costs;
- agreed notice-period fees; and
- any other amounts stated in the relevant agreement.
13.3 Consumer rights
Where you purchase as a consumer, you may have statutory cancellation rights that cannot be excluded by these Terms.
For certain online or distance purchases, consumers may have the right to cancel within 14 days.
Where you ask us to begin providing services during a statutory cancellation period:
- you expressly request that performance begins;
- you may be required to pay a reasonable amount for services supplied before cancellation; and
- your cancellation right may end once the service has been fully performed, where you have given the acknowledgements required by law.
Where digital content is supplied immediately, you may be asked to expressly consent to immediate supply and acknowledge that you may lose your statutory cancellation right once supply begins.
Nothing in these Terms limits any mandatory consumer right.
13.4 Refunds where we cancel
Where we cancel a service without cause before supplying it, we will refund amounts paid for the portion of the service that has not been supplied.
We may deduct amounts relating to:
- services already supplied;
- digital materials already accessed;
- work already completed;
- reasonable costs already incurred; and
- non-refundable third-party expenses.
14. Subscriptions and recurring services
Where you purchase a recurring subscription:
- the subscription will continue for the agreed billing period;
- payment will be taken automatically using your selected payment method;
- you must cancel in accordance with the stated cancellation process;
- cancellation will normally take effect at the end of the current paid billing period; and
- partial billing periods will not ordinarily be refunded unless required by law.
The minimum term, billing frequency and notice requirements will be shown before purchase or in the relevant agreement.
Where a subscription has a fixed minimum commitment, cancellation will not remove your obligation to pay charges due for that minimum period unless required by law or agreed otherwise.
We may change subscription prices by giving reasonable advance notice. You may cancel before the new price takes effect unless you are within an agreed fixed-price minimum term.
15. Delivery and client responsibilities
Our ability to deliver services may depend on your cooperation.
You agree to:
- provide accurate and complete information;
- respond to reasonable requests promptly;
- attend scheduled meetings;
- provide access to relevant systems and accounts;
- provide assets, logins, approvals and feedback;
- appoint an appropriate decision-maker;
- review deliverables within reasonable timescales;
- comply with platform rules and applicable laws; and
- carry out agreed implementation tasks.
We will not be responsible for delays, missed targets or incomplete delivery caused by:
- delayed responses;
- missed meetings;
- missing information;
- failure to provide access;
- delayed approvals;
- incorrect information;
- changes in your business;
- changes to your offer or strategy;
- your failure to implement agreed actions; or
- circumstances outside our reasonable control.
Where your delay materially affects delivery, we may:
- extend the timeline;
- reschedule work;
- revise milestones;
- reallocate team resources;
- charge reasonable rescheduling or restart fees; or
- treat the service as supplied where our delivery window has expired due to your non-cooperation.
16. Calls, meetings and support
Calls, meetings and support may be subject to:
- booking rules;
- attendance requirements;
- rescheduling limits;
- response-time expectations;
- programme duration;
- fair-use limits; and
- team availability.
Unless stated otherwise:
- unused calls do not roll over indefinitely;
- missed calls may be treated as used;
- calls cancelled without sufficient notice may be forfeited;
- support does not constitute unlimited on-demand consulting;
- response times are estimates and not guaranteed; and
- support may be unavailable on weekends, public holidays or team closure periods.
We may record calls for:
- quality assurance;
- training;
- record-keeping;
- service delivery;
- note-taking; and
- dispute resolution.
Where required, we will notify participants that a call is being recorded.
17. Results and earnings disclaimer
We do not guarantee:
- revenue;
- profit;
- leads;
- appointments;
- sales;
- return on advertising spend;
- customer acquisition cost;
- business growth;
- audience growth;
- operational savings;
- business valuation;
- funding;
- investment returns; or
- any other specific outcome.
Any examples, case studies, projections, estimates, testimonials or previous results are illustrative only.
Your results depend on factors outside our control, including:
- your offer;
- pricing;
- market demand;
- competition;
- budget;
- sales ability;
- fulfilment;
- speed of implementation;
- quality of execution;
- platform performance;
- economic conditions;
- team capability; and
- your own decisions and actions.
You acknowledge that business, advertising and marketing activities involve risk and that past performance is not a guarantee of future results.
You remain solely responsible for your commercial decisions.
18. Advertising and third-party platform risks
Our services may involve third-party platforms including advertising networks, social-media platforms, software providers, payment processors and artificial intelligence providers.
We do not control those platforms and do not guarantee:
- continued account access;
- advertising approval;
- account verification;
- platform availability;
- API availability;
- data accuracy;
- message deliverability;
- advertising performance;
- algorithmic distribution; or
- continued availability of any feature.
Third-party platforms may:
- reject advertisements;
- restrict or suspend accounts;
- change their rules;
- change pricing;
- remove features;
- alter algorithms;
- limit access;
- experience outages; or
- discontinue services.
You are responsible for complying with third-party platform terms and policies.
We are not responsible for losses caused by the acts, omissions or decisions of third-party platforms, except where such loss results directly from our failure to use reasonable care and skill.
19. Artificial intelligence
Our products and services may use or provide access to artificial intelligence systems.
You acknowledge that artificial intelligence outputs may:
- be inaccurate;
- be incomplete;
- contain errors;
- reflect biases;
- produce similar outputs for different users;
- require human review; and
- be unsuitable for certain regulated, legal, financial, medical or high-risk uses.
You must independently review and verify artificial intelligence outputs before relying on, publishing or implementing them.
You must not use our artificial intelligence tools or outputs:
- unlawfully;
- deceptively;
- to infringe intellectual property rights;
- to make prohibited automated decisions;
- to generate harmful or discriminatory material;
- to process restricted personal data without a lawful basis; or
- in a way that breaches a third-party platform’s terms.
We do not guarantee that artificial intelligence-generated outputs will be unique, protectable or free from third-party claims.
20. Professional-advice disclaimer
Our website and services provide business, marketing, operational and educational information.
Unless expressly agreed in writing, we do not provide:
- legal advice;
- tax advice;
- accounting advice;
- regulated financial advice;
- investment advice;
- medical advice;
- employment-law advice; or
- regulatory compliance advice.
You must obtain advice from appropriately qualified professionals before acting on matters requiring specialist advice.
No statement made by us should be treated as a substitute for independent professional advice.
21. Intellectual property owned by us
All intellectual property rights in or relating to our website and services belong to Systemised Ltd or our licensors.
This includes rights in:
- written materials;
- videos;
- training;
- frameworks;
- processes;
- methodologies;
- templates;
- prompts;
- scripts;
- diagrams;
- designs;
- branding;
- graphics;
- software;
- source code;
- automations;
- agents;
- dashboards;
- databases;
- recordings;
- presentations;
- operating procedures;
- funnels;
- marketing systems; and
- other materials provided by us.
Except for the limited licence granted under these Terms, no rights are transferred to you.
22. Limited licence to you
Subject to payment of all applicable fees and compliance with these Terms, we grant you a limited, revocable, non-exclusive, non-transferable and non-sublicensable licence to use purchased materials:
- for your own internal business purposes;
- for the duration stated in the relevant offer;
- for the authorised number of users; and
- only in accordance with the relevant service description.
You must not, without our written permission:
- reproduce or redistribute our materials;
- share portal or community access;
- resell our content;
- sublicense our materials;
- publish our materials publicly;
- create competing products from our materials;
- remove copyright or ownership notices;
- scrape or systematically download content;
- reverse engineer software or systems;
- train an artificial intelligence model using our proprietary content;
- create derivative training products;
- make recordings of private sessions; or
- use our intellectual property outside the agreed licence.
Internal adaptation for your own business may be permitted where it does not involve redistribution, resale or creation of a competing offer.
23. Custom deliverables
Ownership of custom work will depend on the relevant proposal or statement of work.
Unless otherwise agreed in writing:
- we retain ownership of our pre-existing intellectual property;
- we retain ownership of our frameworks, methods, templates, tools and know-how;
- you retain ownership of materials you provided to us;
- you receive a licence to use final deliverables internally after full payment;
- drafts, unused concepts and working files remain ours; and
- third-party materials remain subject to their applicable licence terms.
Where a deliverable incorporates our pre-existing intellectual property, that intellectual property is licensed rather than assigned.
No ownership or licence is granted until all applicable fees have been paid in full.
24. Materials you provide to us
You retain ownership of content and materials you provide to us.
You grant us a non-exclusive, worldwide, royalty-free licence to use, copy, modify, process, store and display those materials only as reasonably necessary to:
- provide the services;
- create agreed deliverables;
- operate relevant systems;
- communicate with you;
- improve delivery processes;
- meet legal obligations; and
- protect our rights.
You confirm that:
- you own the materials or have permission to use them;
- our use of them will not infringe third-party rights;
- the materials are accurate where accuracy is relevant;
- the materials are lawful; and
- you have a lawful basis to provide any personal data included in them.
You will be responsible for claims resulting from materials you provide where those materials infringe third-party rights or breach applicable law.
25. Testimonials, results and case studies
We will not knowingly publish your confidential information without permission.
Where you provide a testimonial, review or case-study approval, you grant us permission to use the approved material for:
- our website;
- social media;
- advertising;
- presentations;
- proposals;
- sales materials; and
- other promotional purposes.
Unless otherwise agreed, this permission may include use of:
- your name;
- business name;
- logo;
- photograph;
- video;
- voice;
- written feedback; and
- approved performance results.
You may withdraw permission for future use by contacting us. Withdrawal will not require us to remove materials already printed, published, distributed or incorporated into completed campaigns where removal is not reasonably practicable.
26. Confidentiality
Each party may receive confidential information belonging to the other.
Confidential information includes information that:
- is identified as confidential;
- would reasonably be understood to be confidential;
- relates to business operations, systems, finances, clients or strategy;
- includes non-public intellectual property; or
- includes account credentials or commercially sensitive information.
Each party agrees to:
- use confidential information only for the purposes of the relationship;
- protect it using reasonable care;
- disclose it only to people who need it and are subject to appropriate obligations; and
- not disclose it to third parties without permission.
These obligations do not apply to information that:
- is publicly available through no breach of these Terms;
- was already lawfully known;
- is received lawfully from another source;
- is independently developed; or
- must be disclosed by law or court order.
We may share confidential information with our employees, contractors and service providers where reasonably necessary to provide the services.
27. Data protection
Each party will comply with applicable data protection laws.
Our handling of personal data relating to website visitors, prospects and customers is described in our Privacy Policy.
Where we process personal data on your behalf as part of the services, additional data-processing terms may apply.
You are responsible for ensuring that:
- you have a lawful basis for personal data supplied to us;
- appropriate privacy notices have been provided;
- any necessary consents have been obtained;
- your instructions comply with data protection law; and
- you do not instruct us to carry out unlawful processing.
28. Acceptable use
You must not use our website, products, communities, software or services to:
- commit or encourage unlawful activity;
- infringe intellectual property rights;
- harass, threaten or abuse another person;
- publish defamatory or obscene material;
- transmit malware or harmful code;
- attempt unauthorised access;
- interfere with our systems;
- scrape or harvest data without permission;
- send spam or unlawful marketing;
- impersonate another person;
- misrepresent your affiliation;
- circumvent technical restrictions;
- use automated access methods not approved by us;
- share another person’s private information unlawfully;
- promote hatred, violence or discrimination;
- carry out fraudulent or deceptive activity;
- compete with us using our proprietary information; or
- damage our reputation or the experience of other users.
We may investigate suspected misuse and take appropriate action.
29. Communities and interactive features
We may provide communities, message boards, chat channels, comments or other interactive features.
You are responsible for content you post.
You must:
- communicate respectfully;
- keep shared information relevant;
- respect confidentiality;
- avoid unsolicited promotion;
- avoid sharing another member’s content outside the community;
- avoid misleading claims;
- comply with moderator instructions; and
- comply with applicable law.
We may remove content or restrict community access where reasonably necessary to:
- enforce these Terms;
- protect members;
- maintain quality;
- prevent disruption;
- comply with law; or
- protect our business.
Serious or repeated breaches may result in removal without refund, subject to any mandatory rights and the circumstances of the breach.
We are not responsible for advice, statements, offers or conduct of other community members.
You should independently assess information provided by other users.
30. SMS and electronic messages
Where you opt in to receive SMS, WhatsApp or similar electronic communications, we may send:
- service updates;
- appointment reminders;
- support communications;
- programme notices;
- marketing messages; and
- promotional offers.
The frequency of messages may vary.
Standard message and data charges may apply depending on your provider.
You can opt out of marketing SMS messages by replying STOP where that functionality is available, or by contacting:
You may continue to receive essential service messages where permitted by law.
Mobile carriers and communication platforms are not responsible for delayed or undelivered messages.
31. Third-party links and services
Our website and services may contain links to or integrations with third-party websites, software and services.
Links do not imply endorsement.
We are not responsible for:
- third-party content;
- third-party availability;
- third-party security;
- third-party privacy practices;
- third-party terms;
- third-party representations; or
- transactions entered into with third parties.
Your dealings with a third party are between you and that third party.
You should review the third party’s terms and privacy policy before using its service.
32. Service standards and warranties
We will provide services using reasonable care and skill.
However, unless expressly stated in writing, we do not warrant that:
- the services will achieve a particular commercial outcome;
- software will be uninterrupted or error-free;
- all defects will be corrected;
- all third-party integrations will continue to function;
- content will always be complete or current;
- outputs will be suitable for every business;
- any strategy will be appropriate without adaptation; or
- the services will comply with laws outside the jurisdictions expressly agreed.
To the fullest extent permitted by law, all other warranties, conditions and terms implied by law are excluded.
Nothing in these Terms excludes any warranty or right that cannot lawfully be excluded.
33. Your responsibility for implementation
You remain responsible for:
- whether to implement our recommendations;
- reviewing all campaigns and materials before publication;
- verifying claims and statistics;
- ensuring legal and regulatory compliance;
- obtaining necessary permissions;
- maintaining suitable insurance;
- monitoring advertising spend;
- managing your staff and contractors;
- approving deliverables;
- protecting account credentials; and
- operating your business.
You must not rely on our services as your sole source of legal, financial, regulatory or commercial decision-making.
34. Limitation of liability
Nothing in these Terms excludes or limits liability for:
- death or personal injury caused by negligence;
- fraud or fraudulent misrepresentation;
- breach of obligations that cannot lawfully be excluded;
- deliberate default; or
- any other liability that cannot legally be excluded.
Subject to the above, we will not be liable for:
- loss of profit;
- loss of revenue;
- loss of sales;
- loss of anticipated savings;
- loss of opportunity;
- loss of goodwill;
- loss of reputation;
- loss or corruption of data;
- loss arising from third-party platforms;
- advertising-account suspension;
- indirect or consequential loss; or
- losses that were not reasonably foreseeable when the contract was formed.
For business customers, our total aggregate liability arising from or relating to a particular product or service will not exceed the total fees actually paid to us for that product or service during the six months preceding the event giving rise to the claim.
Where the service lasts less than six months, the limit will be the total amount actually paid for that service.
The limitations in this section apply whether liability arises in:
- contract;
- tort, including negligence;
- breach of statutory duty;
- misrepresentation; or
- otherwise.
Nothing in this section limits a consumer’s statutory rights.
35. Indemnity
Where you are acting as a business customer, you agree to indemnify us against reasonable losses, liabilities, claims, damages and costs arising directly from:
- unlawful materials supplied by you;
- your infringement of third-party intellectual property rights;
- your misuse of our services;
- your breach of confidentiality;
- your unlawful marketing or data-processing activity;
- your breach of third-party platform rules; or
- your material breach of these Terms.
This indemnity will not apply to the extent that a claim was caused by our own negligence, breach or unlawful conduct.
36. Suspension
We may suspend access to the website or services where reasonably necessary because:
- payment is overdue;
- you have breached these Terms;
- there is a security risk;
- your conduct threatens another person;
- your activity could expose us to legal or regulatory risk;
- a third-party provider suspends a required service;
- emergency maintenance is required; or
- we are investigating suspected misuse.
Where reasonably practicable, we will explain the reason for suspension and provide an opportunity to remedy the issue.
Suspension does not affect rights or payment obligations that arose before suspension.
37. Termination by you
You may terminate a service in accordance with:
- the relevant proposal;
- the relevant order form;
- the agreed minimum term;
- the subscription cancellation process;
- the applicable notice period; or
- any mandatory statutory right.
Terminating access does not automatically cancel amounts already due or amounts committed under a fixed-term agreement.
Where no specific termination right is stated, a fixed-term service will continue until the agreed end date.
38. Termination by us
We may terminate a service immediately by written notice where:
- you materially breach these Terms;
- you fail to pay an amount when due and do not remedy the failure after notice;
- you engage in unlawful, abusive or fraudulent conduct;
- you infringe our intellectual property;
- you misuse confidential information;
- you create a material security or reputational risk;
- continuing the service would breach law or third-party rules;
- you become insolvent; or
- a breach cannot reasonably be remedied.
We may also terminate for convenience by giving reasonable notice where appropriate.
If we terminate for convenience, we will refund prepaid fees relating to services that will not be supplied, subject to deductions for work already completed and non-refundable costs.
39. Effect of termination
On termination:
- your right to access the services may end;
- outstanding invoices become payable;
- licences granted to you may end, except where expressly stated otherwise;
- you must stop using restricted materials;
- we may remove your access to communities, platforms and software;
- each party must return or delete confidential information where reasonably required; and
- provisions intended to survive termination will continue.
Sections concerning:
- payment;
- intellectual property;
- confidentiality;
- limitation of liability;
- dispute resolution;
- indemnities; and
- accrued rights
will survive termination.
40. Events outside our control
We will not be responsible for delay or failure caused by events outside our reasonable control.
Such events may include:
- internet or hosting failures;
- cyberattacks;
- power outages;
- natural disasters;
- epidemics or pandemics;
- war;
- terrorism;
- civil unrest;
- industrial disputes;
- government action;
- changes in law;
- third-party platform failures;
- supplier failures; and
- serious illness or incapacity affecting key personnel.
We will take reasonable steps to reduce the effects of the event and resume performance where practicable.
Deadlines will be extended for the duration of the disruption.
41. Complaints
You should raise concerns promptly by contacting:
samson@systemised.com
or
george@systemised.com
Please provide:
- your name;
- your business name;
- the relevant product or service;
- a clear description of the issue;
- relevant dates; and
- the outcome you are seeking.
We will aim to review complaints fairly and within a reasonable period.
Nothing in this section prevents either party from seeking urgent legal relief where necessary.
42. Notices
Notices to us should be sent to:
samson@systemised.com
or
george@systemised.com
We may send notices to the email address associated with your purchase or account.
Email notices will be treated as received on the next working day after sending, unless the sender receives a delivery failure notice.
43. Assignment
You may not transfer or assign your rights or obligations under these Terms without our written consent.
We may transfer our rights and obligations to:
- an affiliate;
- a successor;
- a purchaser of our business or assets; or
- another entity as part of a restructuring,
provided that doing so does not materially reduce your rights.
44. No partnership or agency
Nothing in these Terms creates:
- a partnership;
- joint venture;
- employment relationship;
- fiduciary relationship;
- franchise; or
- agency relationship
between you and Systemised Ltd.
Neither party has authority to bind the other unless expressly agreed in writing.
45. Third-party rights
Unless expressly stated otherwise, no person other than you and Systemised Ltd has any right to enforce these Terms under the Contracts (Rights of Third Parties) Act 1999.
46. Waiver
If either party delays or fails to enforce a right, that does not waive the right.
A waiver will only be effective if given clearly and in writing.
47. Severability
If any provision of these Terms is found to be unlawful, invalid or unenforceable, that provision will be treated as modified to the minimum extent necessary to make it enforceable.
If modification is not possible, the provision will be removed.
The remaining provisions will continue in effect.
48. Entire agreement
For business customers, these Terms together with any accepted proposal, order form, statement of work, invoice and written service agreement form the entire agreement between the parties relating to the relevant service.
You acknowledge that you have not relied on any statement, promise or representation that is not included in those documents.
Nothing in this section excludes liability for fraud or fraudulent misrepresentation.
49. Governing law
These Terms and any dispute or claim arising from them will be governed by the laws of England and Wales.
50. Jurisdiction
Where you are a business customer, the courts of England and Wales will have exclusive jurisdiction over disputes arising from or relating to these Terms.
Where you are a consumer, you may have the right to bring proceedings in the courts of the part of the United Kingdom in which you live, and nothing in these Terms removes any mandatory jurisdictional rights available to you.
51. Contact details
Systemised Ltd
Company number: 17338546
Website: systemised.com
Email: samson@systemised.com
Alternative email: george@systemised.com
Registered office: [INSERT REGISTERED OFFICE ADDRESS]
