Terms & Conditions
1Agreement
These terms govern the supply of software development, consultancy and related services by Blue Tahiti Software Ltd ("Blue Tahiti", "we", "us") to you, the client. By engaging us — whether by signing a statement of work, accepting a proposal, or instructing us to begin — you agree to these terms.
Where a signed statement of work or master services agreement conflicts with these terms, the signed document takes precedence.
2Definitions
- Services — the software development, business process consultancy and AI work described in the relevant statement of work.
- Deliverables — the software, documentation and other materials we produce for you.
- Statement of Work (SOW) — a document setting out the scope, timeline and fees for a specific engagement.
3Our services
We will perform the Services with reasonable skill and care and in accordance with the relevant Statement of Work. Timelines and estimates are made in good faith but, unless expressly stated as fixed, are indicative.
You agree to provide timely access to the people, systems, data and decisions we reasonably need to deliver the Services.
4Engagements & quotes
Proposals and quotations are valid for 30 days unless stated otherwise. Work begins once a Statement of Work is agreed or written instruction to proceed is given. Changes to scope are handled through a written change request, which may affect fees and timelines.
5Fees & payment
Fees are set out in the relevant Statement of Work, exclusive of VAT and reasonable expenses. Invoices are payable within 30 days of date of issue unless agreed otherwise. We reserve the right to suspend Services on overdue accounts after reasonable notice.
6Intellectual property
On full payment, intellectual property rights in the bespoke Deliverables created specifically for you transfer to you, except for our pre-existing materials, tools, libraries and know-how, which we retain and license to you on a non-exclusive basis to the extent needed to use the Deliverables.
7Confidentiality
Each party will keep the other's confidential information confidential and use it only to perform or receive the Services. This obligation survives termination. We may reference the engagement and your name as a client unless you ask us in writing not to.
8Warranties & liability
We warrant that the Services will be performed with reasonable skill and care. To the fullest extent permitted by law, our total aggregate liability arising under or in connection with an engagement is limited to the fees paid for that engagement in the preceding twelve months. We do not exclude liability for death or personal injury caused by negligence, fraud, or anything else that cannot lawfully be excluded.
9Data protection
Where we process personal data on your behalf, we do so in accordance with applicable data protection law and our Privacy Policy. The parties will enter into a data processing agreement where required.
10Term & termination
Either party may terminate an engagement on written notice as set out in the Statement of Work, or immediately if the other materially breaches these terms and fails to remedy the breach within 30 days. On termination you will pay for Services performed up to the termination date.
11Governing law
These terms are governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction. Questions about these terms can be sent to hello@bluetahiti.com.