Business Day: A day other than Saturday, Sunday, or a public holiday in England.

Commencement Date: The date of acceptance or instruction to proceed.

Force Majeure: Events beyond reasonable control, such as natural disasters, wars, pandemics.

IPR: Intellectual property rights like trademarks, copyrights, patents.

Materials: Any documentation, software, or content provided by the client.

Payment Schedule: Agreed upon payment timing.

Price: The total amount payable as agreed.

Services: The services SysNest offers as outlined in the quotation.

Quotation: Any price discussion, email, or document outlining services and costs.

SysNest will provide services with reasonable skill and care.

We may suspend services if payments are not made according to the agreed schedule.

Time is not of the essence unless specifically agreed otherwise.

You agree to provide timely access, cooperation, and materials.

You agree to pay invoices promptly.

You agree not to solicit SysNest employees during and for 12 months after the project.

Payments must be made according to the Payment Schedule.

VAT is excluded and must be paid on top.

You warrant all materials you provide are accurate, legal, and yours to use.

You indemnify SysNest against claims arising from misuse of your materials.

SysNest is not responsible for indirect losses like profit loss, reputation damage, or opportunity loss.

Total liability is limited to the price of the project.

We recommend you take out insurance for any potential losses.

Pre-existing IP remains with its original owner.

SysNest owns any new IP created unless agreed otherwise.

You are licensed to use deliverables for their intended purpose.

Either party can terminate for breach if not corrected within 28 business days.

SysNest may suspend services if the client is in breach.

Rights accrued before termination survive.

IPR, liability, and warranty clauses survive termination.

SysNest is not liable for delays or failures caused by force majeure events.

Either party may terminate if the event continues beyond 28 business days.

Notices must be sent via registered post and are deemed received after 2 business days.

Failure to enforce any right is not a waiver of that right.

Waivers must be in writing.

Payments must be made without deductions unless required by law.

No assignments or subcontracts without consent.

Any changes must be agreed in writing.

Invalid clauses do not affect the remainder of the agreement.

This agreement supersedes all previous discussions and agreements.

No reliance on previous communications unless explicitly included.

This agreement is governed by English law.

Any disputes are subject to the courts of England and Wales.