Terms of Service

Agreement

These terms apply to web development and IT services provided by THEAX LTD (Company No. 11980590), trading as Axel Up ("we", "us", "our"), with registered address at 3 Crompton Street, Bury, United Kingdom, BL9 0AD. By engaging our services, you ("Client", "you") agree to these terms.

Individual project agreements may include additional terms. In case of conflict, the project-specific agreement takes precedence.

Services

We provide web development and digital services including but not limited to:

• Shopify theme development and customisation
• Full-stack web application development
• Backend API development
• 3D product configurators
• Bug fixes and maintenance

Platform Services

A.X.E.L Portal (portal.axelup.dev) is our Software-as-a-Service platform providing:

Subscription Tiers

• Free Trial: 30-day trial with website build and basic portal access
• Professional: Full portal features for individual tradesmen
• Business: Multi-user access with team management features
• Enterprise: Advanced features with custom integrations

Feature Access

Features available depend on your subscription tier:

• Lead management and customer communications
• Quote and invoice generation with AI assistance
• Expense tracking and receipt management
• Time tracking and project management
• WhatsApp Business integration
• Voice-to-text features for leads, quotes, and invoices
• Team collaboration and user management
• Advanced reporting and analytics

Project Scope

All web development projects will have a clearly defined scope agreed in writing before work begins. The scope document will outline:

• Deliverables and features included
• Items explicitly not included
• Timeline estimates
• Pricing structure

Changes to scope after agreement will be quoted separately.

Subscription Management

Auto-Renewal

A.X.E.L Portal subscriptions automatically renew monthly unless cancelled:

• 30-day notice required: Cancel at least 30 days before your next billing date to avoid charges
• Immediate effect: Cancellation prevents future charges but maintains access until current period ends
• Data retention: Account data remains accessible for 90 days after cancellation for potential reactivation

Billing Cycles

• Monthly billing: Charged on the same date each month
• Prorated changes: Upgrades charged immediately, downgrades credited to next cycle

Plan Changes

• Upgrades: Take effect immediately with prorated billing
• Downgrades: Applied at next billing cycle to avoid service disruption
• Feature access: Changes reflect immediately in your portal

Free Trial Terms

• 30-day duration: Full website build included, basic portal access
• No payment required: Trial starts without credit card
• Conversion: Upgrade to paid plan anytime for full portal access
• Data preservation: All trial data transfers to paid subscription

Payment Terms

Deposits

A non-refundable deposit of 50% is required to secure your project and begin work. The remaining balance is due upon project completion.

For smaller projects (under £150), full payment may be due upon completion at our discretion.

Payment Methods

We accept payment via bank transfer, Stripe (credit/debit cards), PayPal, and cryptocurrency. Payment details will be provided on your invoice.

Late Payment

Invoices are due within 14 days. Late payments may incur interest at 8% above the Bank of England base rate, as permitted under the Late Payment of Commercial Debts Act.

For detailed payment terms including subscription billing, see our Payment Terms.

Service Levels

Service Availability

• Best efforts: We make commercially reasonable efforts to maintain high availability for A.X.E.L Portal
• Planned maintenance: Scheduled with minimum 48 hours' advance notice
• Emergency maintenance: May occur without notice for security or stability

Service Credits

In the event of significant, prolonged downtime, affected customers may request service credits at our discretion.

Excludes planned maintenance and force majeure events.

Support

• Business hours: Monday-Friday 9am-5pm GMT
• Response targets: 24 hours for standard issues, 12 hours for critical platform issues
• Channels: Email support, in-app messaging, knowledge base

Data Ownership

Your Business Data

You retain full ownership of all business data entered into A.X.E.L Portal:

• Customer data: Leads, contacts, communications
• Financial data: Quotes, invoices, expenses, payments
• Project data: Timesheets, notes, files, images
• Team data: User accounts, roles, activity records

Platform Data

We retain ownership of platform-generated data:

• Analytics: Aggregated usage patterns and performance metrics
• System data: Logs, security events, technical diagnostics
• Anonymized insights: Trend data that cannot identify individual users

Data Export

You can export your business data at any time in standard formats:

• CSV exports: Structured data for spreadsheet analysis
• JSON format: Complete data with metadata for system migration
• PDF reports: Formatted summaries for business records
• API access: Programmatic data retrieval (Enterprise plans)

Revisions

Each web development project includes a specified number of revision rounds (typically 1-2) within the agreed scope. Revisions include minor adjustments and refinements.

Additional revisions or changes beyond the original scope will be quoted separately.

User Accounts

Administrator Responsibilities

Account administrators are responsible for:

• Team member management: Adding, removing, and managing user access
• Role assignment: Setting appropriate permissions for team members
• Security oversight: Ensuring team compliance with security policies
• Data governance: Managing data access and export permissions

Team Member Access

• Individual accounts: Each user must have their own login credentials
• Role-based permissions: Access levels based on job function
• Activity monitoring: Administrators can view user activity logs
• Immediate access removal: Deactivate departing team members promptly

Password Requirements

• Minimum length: 8 characters with complexity requirements
• Multi-factor authentication: Strongly recommended, may be required for sensitive accounts
• Regular updates: Change passwords if compromise is suspected
• Unique passwords: Don't reuse passwords from other systems

Account Termination

Voluntary Termination

• 30-day notice: Required for subscription cancellation
• Access period: Full access maintained until end of current billing period
• Data export window: 90 days to export data before deletion
• Reactivation: Possible within 90 days without data loss

Termination for Cause

We may terminate accounts immediately for:

• Acceptable Use Policy violations: As defined in our Acceptable Use Policy
• Security threats: Malicious activity or system compromise
• Legal violations: Illegal use of platform or services
• Non-payment: After exhausting recovery procedures

Data Handling Upon Termination

• Immediate backup: We create final data export for your retrieval
• 90-day retention: Data held securely for potential recovery
• Permanent deletion: After 90 days, all data is permanently destroyed
• Legal requirements: Financial records retained as legally required

Intellectual Property

Your Content

You retain ownership of all content, assets, and materials you provide. You confirm you have the right to use any content you supply.

Deliverables

Upon receipt of final payment, you receive full ownership of the custom code and deliverables created specifically for your project.

We retain the right to use generic code, libraries, and techniques in future projects.

Portfolio Rights

We reserve the right to showcase completed work in our portfolio, website, and promotional materials unless otherwise agreed in writing.

Cancellation

By Client

If you cancel a project after work has begun, the deposit is non-refundable. Any additional work completed beyond the deposit value will be invoiced.

By Us

If we need to cancel due to unforeseen circumstances, we will refund any payments for work not yet completed.

Postponement

Projects may be postponed to a later date by mutual agreement. The deposit will be retained and applied to the rescheduled project.

Force Majeure

Neither party shall be liable for delays or failure to perform due to circumstances beyond reasonable control, including illness, natural disasters, or other force majeure events.

Complaints

Any complaints should be raised in writing within 21 days of receiving deliverables. We will work with you to resolve any legitimate concerns.

Indemnification

Our Indemnification to You

We will defend and indemnify you against claims that A.X.E.L Portal or our web development services infringe valid intellectual property rights, provided you:

• Notify us promptly of any such claim
• Give us control of the defense and settlement
• Provide reasonable cooperation in the defense

Your Indemnification to Us

You will defend and indemnify us against claims arising from:

• Your content: Data, images, text, or materials you provide
• Platform misuse: Violations of our Acceptable Use Policy
• Legal violations: Your use of services in breach of applicable laws
• Third-party rights: Infringement of others' intellectual property rights

Dispute Resolution

Good Faith Negotiation

Before formal proceedings, both parties agree to attempt resolution through good faith negotiation for 30 days after written notice of the dispute.

Mediation

If negotiation fails, disputes may be referred to mediation through a mutually agreed mediator or mediation service.

Legal Proceedings

Any legal disputes will be subject to the exclusive jurisdiction of the courts of England and Wales. English law governs these terms and any disputes arising from them.

Liability

Our liability is limited to the total value paid for services in the preceding 12 months. We are not liable for:

• Indirect or consequential losses
• Loss of profits, business, or revenue
• Issues arising from third-party services or hosting
• Problems caused by modifications made by others after delivery
• Data loss due to your failure to maintain backups
• Service interruptions beyond our reasonable control

Confidentiality

We will treat all project information as confidential and will not share sensitive business details with third parties without your consent.

Communications

We may communicate with you via email, phone, or messaging platforms including WhatsApp. By initiating contact with us through WhatsApp, you agree to receive responses and project-related communications through the same channel.

WhatsApp messaging is provided via the WhatsApp Business Platform (Meta Platforms, Inc.). Messages may be processed by automated systems to facilitate faster responses. You can opt out of WhatsApp communications at any time by letting us know.

Company Information

THEAX LTD
Company Number: 11980590
Registered Address: 3 Crompton Street, Bury, United Kingdom, BL9 0AD
Trading as: Axel Up (axelup.dev)

Governing Law

These terms are governed by the laws of England and Wales. Any disputes will be subject to the exclusive jurisdiction of the courts of England and Wales.

Modification of Terms

Notice Requirements

We may update these terms to reflect changes in our services, legal requirements, or business practices:

• 30-day notice: Material changes communicated via email and in-platform notifications
• Minor updates: Administrative changes may be made without notice
• Legal changes: Updates required by law take effect immediately

Acceptance of Changes

• Continued use: Using services after changes take effect constitutes acceptance
• Objection rights: You may terminate your agreement if you disagree with material changes
• Existing projects: Web development projects continue under original terms until completion

Cross-Referenced Policies

These terms work together with our other policies:

• Acceptable Use Policy — Guidelines for proper platform usage
• AI Supplementary Terms — Additional terms for AI-powered features
• Payment Terms — Detailed billing and payment conditions
• Privacy Policy — How we handle your personal data
• Cookie Policy — Our use of cookies and tracking

In case of conflict between documents, specific terms take precedence over general terms.