Terms of Service

Last updated: April 2026  ·  Version: 2.0

1. Company Details

CompuCheck Limited
Registered in England and Wales · Company No. 06652316
Registered Office: 167-169 Great Portland Street, 5th Floor, London, W1W 5PF
VAT Registration No. GB937530218

CompuCheck Limited trades as JustOptimise, JustFacilitate, and AerialInspect. References to "we", "us", or "CompuCheck Limited" in these terms include all trading names.

2. Services

We agree to provide the services described in our written quotation or engagement agreement for the price agreed at that time. We do not apply hidden costs. Any additional services or scope changes will be agreed in writing before work begins and may attract additional fees.

If no commencement date has been agreed, services are treated as having commenced on the date we begin any material work on your behalf.

3. Fees, Invoicing, and Payment

The following payment terms apply to all engagements unless otherwise agreed in writing:

• Invoices are payable within 14 days of the invoice date.
• Retainer and ongoing services are invoiced monthly and payable monthly in advance unless otherwise agreed.
• Quotations are valid for 30 days from the date of issue. After this point, we reserve the right to revise pricing.
• All prices are quoted exclusive of VAT. VAT at the applicable rate will be added to invoices where applicable.
• Reasonable out-of-pocket expenses (including travel and specialist materials) are recoverable in addition to fees and will be itemised on invoices.
• All deposits and upfront fees for project work are non-refundable unless otherwise agreed in writing before funds are received.

We reserve the right to charge interest on overdue amounts at the rate of 4% above the base rate of NatWest Bank plc, calculated daily from the due date until payment is received, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

Any hardware or software supplied remains the property of CompuCheck Limited until full payment has been received.

4. Cancellation and Termination

Either party may terminate an engagement by providing written notice if the other party commits a material breach of these terms and fails to remedy it within 14 days of written notice.

Failure to pay invoices on the due date constitutes a material breach.

On termination, you will pay all fees and expenses incurred up to the termination date. In the event of wrongful or early termination by the client, an appropriate amount of compensation for our loss of anticipated profit may also be sought.

Where clients cancel a monthly retainer within the first month of service, they remain liable for the full first month's fee.

5. Refunds

Monthly retainer fees are non-refundable once a billing period has commenced. Refund requests for project work are assessed at our sole discretion and are only considered where a genuine failure of delivery on our part can be demonstrated.

No refund can be made where a client has commissioned a service but has been unable or unwilling to provide the necessary access, materials, or information required to complete it.

6. Client Responsibilities

You are responsible for:

• Ensuring all information provided to us is accurate and up to date.
• Providing timely decisions, approvals, and access to relevant systems or materials as reasonably required.
• Ensuring that any files, content, or materials you provide to us are legally owned by you and carry appropriate licences or rights. This includes images, audio, video, documents, and software.
• Ensuring that any modifications you make to work we have delivered do not introduce errors, security vulnerabilities, or legal compliance issues.

Where delays in delivery arise due to reasons attributable to the client, we will not be held responsible for any resulting missed deadlines or additional costs incurred.

7. Standard of Service

We will exercise reasonable skill, care, and diligence in the delivery of all services. We will work to programmes agreed with you but cannot guarantee timelines affected by factors outside our control.

We will take steps to remedy any defects in our work that are notified to us within 12 months of completion of the relevant services, where those defects are attributable to our error.

8. Intellectual Property

Copyright in all reports, documents, designs, and other deliverables produced by CompuCheck Limited remains our property until all fees have been paid in full. Subject to full payment, you are granted a licence to use those deliverables for the purposes of the project for which they were created.

Neither party may use the other's name, logo, or trademarks without prior written consent.

Each party retains exclusive ownership of its own intellectual property. Nothing in these terms transfers ownership of pre-existing intellectual property between the parties.

9. Confidentiality

Both parties agree to treat as confidential any proprietary information shared during an engagement and not to disclose it to third parties without prior written consent, except where required by law.

10. Limitation of Liability

Neither party shall be liable to the other for indirect, special, incidental, consequential, or punitive loss or damage of any kind arising in connection with an engagement, even where that party has been advised of the possibility of such loss.

Our maximum aggregate liability under any engagement, under any theory of law, shall not exceed the total fees paid by you for the three months immediately preceding the event giving rise to the claim.

Nothing in these terms excludes or limits liability for death or personal injury caused by negligence, fraud, or any other liability that cannot lawfully be excluded.

11. Disclaimer of Warranties

To the extent permitted by applicable law, we do not warrant that any digital service, tool, website, or system produced as part of an engagement will be entirely free from errors or interruptions. All services are delivered on a reasonable-endeavours basis.

12. Indemnification

You agree to indemnify and hold harmless CompuCheck Limited, its officers, directors, and employees from and against any claims, liabilities, losses, damages, and expenses (including reasonable legal fees) arising from:

• Your use of our services in violation of applicable law.
• Materials you supply that infringe the intellectual property rights of a third party.
• Any modifications you make to our deliverables that introduce errors, claims, or legal issues.

13. Lawful Use

You may only engage our services for lawful purposes. We reserve the right to refuse or discontinue a service where we reasonably believe it is being used to facilitate illegal activity, infringement of third-party rights, or material that is harmful, defamatory, or in violation of applicable UK law.

14. Force Majeure

Neither party shall be in breach of these terms due to any failure or delay caused by circumstances beyond reasonable control, including but not limited to natural disasters, acts of government, power or infrastructure failures, civil unrest, or other events of comparable significance.

15. Assignment and Subcontracting

You may not assign or transfer your rights or obligations under any engagement without our prior written consent. We may engage trusted subcontractors to assist in delivering services, provided we remain responsible for the quality of that work. We will not subcontract without reasonable justification.

16. Governing Law and Disputes

These terms are governed by the law of England and Wales. Any disputes that cannot be resolved amicably will be subject to the exclusive jurisdiction of the courts of England and Wales. Both parties agree to consider mediation before pursuing formal legal proceedings.

17. General

These terms, together with any written quotation or engagement agreement, constitute the entire agreement between the parties in respect of the services. They supersede all prior understandings, communications, or representations.

These terms may only be amended by a formal written agreement signed by both parties. A failure by either party to enforce any provision of these terms will not be deemed a waiver of that right.

The relationship between CompuCheck Limited and its clients is that of independent contractors. Nothing in these terms creates a partnership, joint venture, or employment relationship.