Legal
The following page contains legal information concerning development of your projects and usage of this site. Please click on the links below to review the relevant policy: -
Terms And Conditions - Pay-As-You-Go
Introduction & Scope
Protoworks (“Protoworks”, “we”, “us”) is a sole trader based in the UK that delivers pay-as-you-go prototype and software-development services (“Services”). These Terms & Conditions (“Terms”) govern every engagement. By (a) purchasing the one-hour starter bundle or (b) confirming in writing that work should begin, the client (“Client”, “you”) accepts these Terms. No separate, signed contract is required.
Engagement & Deliverables
- Work Brief: Objectives, deliverables and estimates are set out in a quotation / email thread (“Work Brief”).
- Execution: Protoworks carries out the Services and supplies prototypes, source code, binaries and documentation (“Deliverables”) in line with the Work Brief.
- Client duties: Provide timely feedback, materials, access and a single point-of-contact.
- Acceptance: You have 10 business days to accept or list defects; silence = deemed acceptance.
- Excluded services: Ongoing support, hosting or regulatory certification unless expressly included.
Fees & Payment (Pay-as-You-Go)
- Starter bundle: One prepaid hour of development time.
- Top-ups: Min 1 hour. Max account balance 10 hours; excess is rejected/refunded.
- Pause & resume: Work pauses automatically at £0 balance and resumes when credit is topped up.
- Refunds: Protoworks will refund any unused development time remaining in the Payment Account upon Client request. Frequent refund requests may result in a reduction of the 10-hour maximum account balance to cover administrative costs.
- Expenses: Extraordinary costs (travel, specialist parts) billed at cost if pre-approved.
Intellectual Property
Once all fees are paid, the Client owns all bespoke Deliverables.
Protoworks retains ownership of pre-existing libraries and tools but grants the Client a perpetual, royalty-free licence to use them within the Deliverables. Third-party/open-source components remain under their original licences. Client-supplied materials stay the Client's property.
Revisions & Change Requests
Minor tweaks consistent with the original scope are included at the standard hourly rate within available credit. Substantive changes require a written Change Request that states cost + timeline impact and must be approved by both parties before work proceeds.
Timelines & Delays
Project schedules in a Work Brief are good-faith estimates — time is not of the essence unless expressly stated. Client-caused delays extend deadlines. Force-majeure events suspend obligations; either party may terminate if performance is impossible for 30 days.
Liability & Warranties
Services are performed with reasonable care and skill; defects reported within 30 days will be corrected at no charge. Protoworks's total liability is capped at fees paid for the relevant project. Indirect or consequential losses (e.g. lost profit, data or goodwill) are excluded. Nothing limits liability for death, personal injury or fraud.
Confidentiality & NDA
Each party must keep the other's confidential information secret for five years (trade secrets indefinitely). Protoworks will sign a mutual NDA provided it is time-limited (≤ 5 years), not overly broad and does not restrict Protoworks from working for others in the same field.
Nothing in this clause prevents Protoworks from using non-confidential, high-level project descriptions for general portfolio or marketing purposes, unless the Client has opted out under the Publicity & Portfolio Rights clause.
Publicity & Portfolio Rights
Unless the Client expressly opts out in writing, Protoworks may reference the Client's name, logo and a high-level description of the project in its portfolio, website and marketing materials ("Publicity Use"). Publicity Use will never include confidential information, source code, proprietary algorithms, financial data, security-sensitive information or any information covered by an NDA.
Protoworks will not publish details of any project before it has been publicly launched by the Client (or, if no launch is planned, until the Client confirms in writing that publication is permitted).
If the Client prefers full anonymity, the Client may opt out of Publicity Use at any time by providing written notice. Protoworks will comply within 7 days.
Dormant Projects & Termination
- Convenience: Either party may terminate on 30 days' notice.
- Breach: 14-day cure period, then immediate termination if uncured.
- Dormant: No contact for 90 days ⇒ project archived, prototypes disposed, unused credit refunded.
- Hiatus: Project kept active if Client agrees a break in advance.
- Restarting: Archived projects can be reopened with a new starter bundle.
Governing Law, Notices & Communication
These Terms are governed by English law; courts of England & Wales have exclusive jurisdiction. Routine project updates use email or an agreed messaging app (Signal/WhatsApp); phone calls are for urgent matters only. Formal notices must be in writing and may be sent to enquiries@protoworks.uk or +44 7450 365446 (followed by written confirmation).
Acceptance
Paying the starter bundle, topping-up the Payment Account or instructing Protoworks to begin work constitutes acceptance of these Terms. Protoworks looks forward to a successful collaboration.
Terms And Conditions - Fixed Price
Introduction & Scope
These Terms & Conditions (“Terms”) govern all fixed-price development services (“Services”) provided by Protoworks (“Protoworks”, “we”, “us”) a sole trader.
These Terms, in conjunction with a project-specific **Statement of Work** (“SOW”), form the entire binding agreement (“Agreement”) between Protoworks and the client (“Client”, “you”). By signing a Statement of Work that references these Terms, you accept this Agreement.
Engagement & Statement of Work (SOW)
- Statement of Work (SOW): All Services will be detailed in a separate SOW, which must be signed by both parties. Each SOW will include: project objectives, a detailed list of deliverables, project-specific timelines, and the total fixed fee.
- Primacy of SOW: If any conflict arises between these Terms and an SOW, the terms of the SOW will take precedence.
- Out of Scope: Any work not explicitly listed as a deliverable in the SOW is considered "Out of Scope" and will require a formal Change Request.
Fees, Invoicing & Payment
- Fixed Fee: Protoworks will perform the Services for the total fixed fee set forth in the SOW (“Project Fee”).
- Payment Schedule: Unless otherwise agreed in the SOW, the Project Fee will be invoiced in two parts: a 50% non-refundable deposit due upon signing the SOW to commence work, and the final 50% due upon final project acceptance, prior to delivery of final files.
- Invoicing: All invoices are payable within 14 days of receipt.
- Late Payments: We reserve the right to charge interest on any undisputed overdue invoices at a rate of 4% per annum above the Bank of England's base rate.
- Expenses: Any pre-approved, out-of-pocket expenses (e.g., stock photography, specialist fonts) will be billed at cost.
Change Request Process
We understand that project requirements can change. Any request for work that is "Out of Scope" must be submitted as a formal Change Request. We will provide a written quote detailing the impact on the Project Fee and timeline. We will not begin work on the requested change until you have approved the Change Request in writing (email is sufficient).
Client Obligations
To keep the project on track, you agree to provide all necessary materials (e.g., text, images, brand assets) and timely feedback. We are not responsible for any delays to the timeline caused by your failure to provide materials or feedback in a timely manner.
Intellectual Property
Once all fees for the relevant SOW are paid in full, you will own all bespoke code, designs, and other deliverables created specifically for your project.
We retain ownership of all pre-existing libraries, tools, and general-purpose code (“Protoworks IP”) but grant you a perpetual, royalty-free, non-exclusive licence to use any Protoworks IP that is incorporated into the final Deliverables.
Acceptance & Warranty
- Acceptance: Upon notification of project completion, you will have ten (10) business days (“Acceptance Period”) to review and test the deliverables. You must provide written notice of any material defects (i.e., failure to conform to the SOW). The project will be deemed "Accepted" if no such notice is provided.
- Warranty: We provide a thirty (30) day warranty (“Warranty Period”) starting from the date of final Acceptance. During this period, we will correct any bugs or defects (that were part of the original SOW) at no additional charge.
- Exclusions: The warranty does not cover issues caused by you, third-party software, or changes to the hosting environment after delivery.
Liability
Our total liability to you under any SOW is strictly capped at the total Project Fee paid by you for that SOW. We are not liable for any indirect or consequential losses (e.g., lost profit, lost data). Nothing in this Agreement limits liability for death, personal injury, or fraud.
Confidentiality & NDA
Each party must keep the other's confidential information secret for five years (trade secrets indefinitely). Protoworks will sign a mutual NDA provided it is time-limited (≤ 5 years), not overly broad and does not restrict Protoworks from working for others in the same field.
Nothing in this clause prevents Protoworks from using non-confidential, high-level project descriptions for general portfolio or marketing purposes, unless the Client has opted out under the Publicity & Portfolio Rights clause.
Publicity & Portfolio Rights
Unless the Client expressly opts out in writing, Protoworks may reference the Client's name, logo and a high-level description of the project in its portfolio, website and marketing materials ("Publicity Use"). Publicity Use will never include confidential information, source code, proprietary algorithms, financial data, security-sensitive information or any information covered by an NDA.
Protoworks will not publish details of any project before it has been publicly launched by the Client (or, if no launch is planned, until the Client confirms in writing that publication is permitted).
If the Client prefers full anonymity, the Client may opt out of Publicity Use at any time by providing written notice. Protoworks will comply within 7 days.
Termination
- Breach: Either party may terminate this Agreement with 14 days' written notice if the other party commits a material breach and fails to fix it within that period.
- Cancellation: You may cancel an SOW at any time by providing written notice. In such an event, you must pay for all work completed up to the date of termination, calculated at our standard PAYG hourly rate. Work completed will be determined based on the time and materials recorded by Protoworks and reasonable progress toward the deliverables. The total amount due shall not be less than the non-refundable deposit and shall not exceed the agreed fixed price for that SOW. The deposit is non-refundable and will be applied toward the total amount due. You are also responsible for any non-cancellable third-party expenses incurred up to the date of termination.
- Effect of Termination: Upon termination, we will deliver all completed work-in-progress to you after all outstanding invoices have been paid.
Governing Law
This Agreement is governed by English law, and the courts of England & Wales have exclusive jurisdiction.
Cookie Policy
What is this site`s cookie policy?
This website uses cookies to enhance your browsing experience, provide essential functionality, and help us understand how visitors use our site. Cookies are small data files stored on your device that enable certain features and performance optimisations.
Do you use cookies that track me?
We only use cookies that are essential to the functioning of this website. At this time, we do not use cookies for advertising, behavioural profiling, or third-party analytics. If that changes, we will notify you and give you the opportunity to opt in or manage your cookie preferences.
What types of cookies do you use?
- Strictly necessary cookies – Required for basic functionality such as page navigation, session control, and form submissions.
- Functional cookies – Optional cookies that enhance user experience, such as remembering preferences.
Can I disable cookies?
Yes, you can disable cookies through your browser settings. However, doing so may affect how the site functions and could limit access to certain features. Since we only use essential cookies by default, most users will not need to take action unless they have strict privacy preferences.
How do I get more information?
If you have any questions about our use of cookies or data privacy in general, please get in touch with us via enquiries@protoworks.uk. You can also refer to the ICO (Information Commissioner`s Office) website for more details on your rights under the UK GDPR.
Privacy Policy
What is your privacy policy?
We are committed to protecting your privacy and complying with data protection laws in the United Kingdom, including the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018. This policy explains what personal data we collect, how we use it, and your rights.
What personal data do you collect?
- Submit an enquiry via our contact form or email
- Call us or communicate through messaging platforms
- Access our website (e.g. IP address, browser type)
How do you use my data?
- Respond to your enquiries or support requests
- Manage active projects and deliver services
- Maintain security and prevent abuse
- Comply with legal obligations
Do you share my data with anyone?
We do not sell or rent your personal data. We may share it with trusted service providers (e.g. email hosting, cloud storage) only when necessary to provide our services, and always under strict confidentiality obligations. We will never share your data for marketing purposes without your consent.
How long do you keep my data?
We only retain your personal data for as long as necessary to fulfil the purpose for which it was collected. For active projects, data is retained for the duration of the project and may be archived after completion for reference or tax/legal compliance.
What are my rights?
- The right to access your personal data
- The right to correct or update inaccurate data
- The right to request erasure (where legally permitted)
- The right to restrict or object to processing
How is my data secured?
We use appropriate technical and organisational measures to protect your data, including secure hosting, access controls, and data minimisation. While no system is 100% secure, we take your privacy seriously and work to prevent unauthorised access.
Who is the data controller?
The data controller is the owner of this website. If you have any questions or concerns about how your data is handled, please contact us directly via enquiries@protoworks.uk.
Changes to this policy
We may update this privacy policy from time to time to reflect changes in the law or how we operate. If changes are significant, we will post a notice on the website.