Terms of Service

These terms govern the supply of services by WarmFlow Solutions Ltd (“we”, “us”), a company registered in England and Wales with its registered office at 128 City Road, London EC1V 2NX, United Kingdom, to you (“you”, “the client”).

They apply to every project unless we have both signed something that says otherwise. A written proposal, once you approve it, forms a contract with these terms attached. If a proposal and these terms conflict, the proposal wins for that project.

1. What we provide

We provide digital onboarding services: Google Business Profile setup, social media account setup, payment gateway setup and integration, and online catalog construction. The precise scope of your project is whatever your approved proposal says it is — no more and no less.

Anything not listed in the proposal is out of scope. That is not us being difficult; it is how a fixed price stays fixed. Additional work is quoted separately and you are free to decline it.

2. Quotes and proposals

1. A quote is valid for 30 days from the date we send it.
2. A quote is based on the information you give us. If that information turns out to be materially different — a catalog of 400 products rather than 40, for example — we will tell you before doing the work and issue a revised quote for you to accept or refuse.
3. Nothing begins, and nothing is charged, until you approve a proposal in writing. Email is fine.

3. Prices and payment

1. All prices are in euros (€) and, unless stated otherwise, exclusive of any applicable taxes.
2. Setup packages: 50 % is payable on approval of the proposal and 50 % on handover.
3. Care plans: payable in advance for the period you select (1, 3, 6 or 12 months).
4. Invoices are due within 14 days of issue.
5. We accept card, bank transfer and direct debit.
6. Late payment may attract statutory interest and compensation under the Late Payment of Commercial Debts (Interest) Act 1998 where the contract is between businesses.

Costs that are not ours

Advertising spend, payment processor transaction fees, domain registration, hosting, platform subscriptions and any third-party software licences are paid by you, directly to that provider, at their rates. We never mark these up and we never take a percentage of them. Where a service requires one, we will tell you the likely cost before you commit.

4. Care plans, renewal and cancellation

1. A care plan runs for the period you paid for and does not roll into a longer term automatically.
2. We will contact you before a period ends. A plan continues only if you choose to continue it.
3. You may cancel at any time before the next period starts, with no penalty.
4. Cancellation mid-period is covered by our Refunds & Cancellation Policy.
5. Monthly allowances (posts, updates, catalog changes) do not carry over between periods.

5. What we need from you

Delivery dates assume you provide what we ask for. Specifically, you agree to:

• Give accurate business information — legal name, address, registration details
• Supply logos, images, product data and other material we identify at kick-off
• Grant the platform access described in our Privacy Policy, section 7
• Respond to approval requests within a reasonable time
• Hold the rights to any material you give us, or the permission to use it

If a project stalls waiting on you for more than 30 days, we may invoice for the work completed to that point and close the project. You can restart it later; we will requote only for what remains.

6. Delivery and revisions

1. Timescales in a proposal are working days from the point we have everything we need from you.
2. Third-party verification windows — Google profile verification, payment gateway KYC review — are outside our control and are excluded from our estimates. We will tell you what is typical and keep you updated.
3. Each package includes one round of revisions before handover. Raise anything you are unhappy with then.
4. A project is complete when the agreed deliverables are live, tested and handed over with documentation.

7. Ownership of accounts and materials

This section matters more than most, so it is stated plainly.

1. Every account we create is created in your name and belongs to you. Primary ownership is transferred to you at handover.
2. We do not retain a controlling interest in any client asset as commercial leverage, in any circumstance, including non-payment. Our remedy for non-payment is a debt claim, not holding your Google profile hostage.
3. Text, images and design assets we produce for your project become yours on full payment.
4. We retain ownership of our own templates, checklists, internal tooling and methods, together with a right to describe the work in general terms as a case study — never using confidential information, and never your customer data.
5. You keep ownership of everything you supplied to us.

8. Third-party platforms

Our work depends on platforms we do not control — Google, Meta, TikTok, LinkedIn, Stripe, PayPal, SumUp, Mollie, Shopify and others. You agree that:

• Their terms of service apply to your accounts and you are bound by them
• They may change features, policies, pricing or rules at any time
• They may suspend, restrict or refuse an account for reasons neither of us controls
• Verification decisions, including rejections, are theirs alone

If a provider rejects an application for a reason we can fix — a document mismatch, a field completed incorrectly — we will correct and resubmit it at no extra charge. If a provider refuses your business category outright, we will tell you and refund the portion of the fee relating to work that cannot be delivered.

9. What we do not promise

We will not promise you a search ranking, a level of traffic, a number of enquiries or a volume of sales, because those depend on factors nobody can control — competitors, proximity, seasonality and platform algorithms among them. Anyone who does promise those things is guessing or lying.

What we do warrant is that the services will be performed with reasonable care and skill, as required by the Supply of Goods and Services Act 1982 and the Consumer Rights Act 2015.

10. Liability

1. Nothing in these terms limits or excludes our liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be limited. Where you deal with us as a consumer, your statutory rights are unaffected.
2. Subject to that, our total liability arising out of a project is limited to the total fees you paid us for that project.
3. We are not liable for indirect or consequential loss, loss of profit, loss of business, loss of anticipated savings, or loss or corruption of data caused by a third-party platform.
4. We are not liable for a failure caused by something beyond our reasonable control, including platform outages, changes to third-party policies, or a provider's verification decision.

11. Confidentiality

Each of us will keep the other's confidential information confidential, use it only to perform the contract, and not disclose it except to people who need it and are bound by equivalent obligations. This survives the end of the contract. It does not apply to information that is already public, that we held before you disclosed it, or that we are legally required to disclose.

12. Acceptable use

We reserve the right to decline or discontinue work for businesses falling within our Acceptable Use Policy. Where we discontinue work under that policy, we will refund fees for work not yet performed.

13. Ending the contract

1. Either of us may end the contract immediately if the other commits a material breach and fails to remedy it within 14 days of being asked to in writing.
2. We may end it immediately if you become insolvent or enter an equivalent process.
3. Your cancellation rights, including the statutory 14-day right where you contract as a consumer, are set out in the Refunds & Cancellation Policy.
4. On termination, you pay for work performed up to that date, and we hand over everything completed and transfer any accounts created.

14. Complaints

Tell us during the project, not after it. Raise it with your named contact first; if that does not resolve it, write to the registered office and we will respond within 14 days with our position and what we propose to do.

15. General

1. These terms, together with your approved proposal, are the entire agreement between us.
2. If a court finds any provision unenforceable, the rest continues to apply.
3. A delay in enforcing a right is not a waiver of it.
4. Neither of us may assign the contract without the other's written consent, which will not be unreasonably withheld.
5. Nobody who is not a party to the contract has rights under the Contracts (Rights of Third Parties) Act 1999.
6. We may update these terms. The version that applies to your project is the one in force when your proposal was approved.

16. Governing law and jurisdiction

These terms and any dispute arising out of them are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction. If you contract with us as a consumer resident elsewhere in the UK or in the EU, you keep the benefit of any mandatory protections of your local law, and may bring proceedings in your local courts.