Terms of Service — Proper Works

Plain-English summary

Clear scope. Clear responsibilities. No hidden lifetime support obligation.

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About these terms

These Terms of Service apply when Proper Works provides websites, landing pages, bots, automations, AI-assisted tools, integrations, consultancy or related digital services.

A quotation, proposal, statement of work or written scope agreed with you forms part of the contract. If there is a conflict, the more specific written project scope takes priority for that project.

Business-first terms. These terms are primarily written for business customers. Nothing in them removes rights that cannot lawfully be excluded if you contract with us as a consumer.

Quotes, scope and change requests

We will describe the agreed deliverables, assumptions, price and any recurring charges before substantive work begins. Work outside that agreed scope is a change request and may require a revised price or timetable.

Timelines are estimates unless we expressly agree a fixed deadline in writing. Delays caused by missing content, approvals, credentials, access or decisions from the client may move the delivery date.

Pricing and payment

Prices are as stated in the applicable quote or order. Third-party charges — for example hosting, messaging, API, domain, AI, payment, CRM or platform fees — are separate unless the quote expressly says they are included.

Deposits and milestone payments are non-refundable once the associated work has been carried out, except where the law requires otherwise. We may pause work or hosted services if an undisputed invoice remains overdue after reasonable notice.

Your responsibilities

You are responsible for supplying accurate information, lawful content, timely approvals and the access needed to complete the project. You must have the rights and permissions required for any text, images, data, trademarks, customer lists or systems you ask us to use.

You are also responsible for checking business-critical content — including prices, regulated statements, legal notices and operational instructions — before launch.

Third-party platforms and services

Projects may depend on services operated by third parties, such as Meta/WhatsApp, Telegram, OpenAI, Netlify, cloud hosts, payment providers, CRMs or booking systems. Those providers control their own availability, policies, pricing and technical interfaces.

Important: a third-party platform change that requires redevelopment is not automatically a defect in the original Proper Works build. We will tell you when additional work is reasonably required.

Intellectual property

Unless a project agreement says otherwise, once all agreed fees are paid you may use the bespoke project deliverables created specifically for you for your business purposes. Proper Works retains ownership of pre-existing tools, reusable components, methods, libraries, frameworks and know-how used to create the project.

Third-party software, fonts, APIs, stock assets and open-source components remain subject to their own licences.

Support, maintenance and hosting

Support or maintenance is included only where the quote says so. A completed project does not create an indefinite obligation to provide free development, monitoring or compatibility work.

Where Proper Works provides an ongoing hosted bot or automation service, the service continues while the applicable recurring charges are paid and the required third-party accounts remain available.

Data protection and confidentiality

Each party must handle confidential information with reasonable care. Where Proper Works processes personal data on a client's behalf, the parties will enter into an appropriate data-processing arrangement where required.

Our Privacy Policy explains how Proper Works handles personal data for its own website, sales and administration. Bot and automation projects are also subject to our Bot & Automation Terms.

Suspension and termination

Either party may terminate an ongoing service in accordance with the applicable quote or written agreement. We may suspend a service where reasonably necessary for security, unlawful use, material breach, non-payment, platform compliance or to protect users and systems.

On termination, unpaid fees remain due. Data export, migration or handover work beyond the agreed service may be chargeable. Data handled as a processor is returned or deleted in accordance with the applicable data-processing terms.

Warranties and liability

We will provide the services with reasonable care and skill. Digital services can depend on networks, devices and third-party platforms, so we do not promise uninterrupted or error-free operation.

To the fullest extent permitted by law, neither party is liable to the other for indirect or consequential losses that were not reasonably foreseeable. Any project-specific liability cap will be stated in the written agreement; where no separate cap is agreed, Proper Works' aggregate contractual liability will not exceed the fees paid to Proper Works for the affected service in the preceding 12 months.

Nothing in these terms excludes liability that cannot lawfully be excluded, including liability for fraud or fraudulent misrepresentation, or death or personal injury caused by negligence.

Governing law and contact

Unless the parties agree otherwise in writing, these terms and any non-contractual disputes arising from them are governed by the laws of England and Wales, and the courts of England and Wales have jurisdiction.

Questions about these terms can be sent through the Proper Works project enquiry form.