Terms and Conditions — Business Customers

Version 1.0 — 13 August 2026

These terms and conditions state the basis on which JGM Tech Support supplies services and goods to business customers. Please read them carefully, especially section 13 (liability). If you are dealing with us as a consumer — an individual acting wholly or mainly outside your trade, business, craft or profession — these terms do not apply to you: see our consumer terms and conditions instead.

1. The Contract

1.1. JGM Tech Support is the trading name of Joshua Matthewson, a sole trader whose principal place of business is in Uttoxeter, Staffordshire, England. The full trading address is shown on quotations and invoices and is available on request. Joshua Matthewson trading as JGM Tech Support is called “the Supplier” in these Terms; the individual, firm, company or other organisation ordering services or goods is called “the Customer”.

1.2. The Supplier's contact details are: telephone 01889 284986; email support@jgmtechsupport.co.uk; website www.jgmtechsupport.co.uk (the “Website”).

1.3. In these Terms: “Charges” means the charges payable by the Customer under the Contract; “Customer Materials” means any materials, information, credentials or equipment the Customer provides in relation to the Services; “Goods” means any hardware, equipment, parts or software supplied by the Supplier; “Services” means any IT support, repair, installation, configuration, consultancy or related work performed by the Supplier; “Deliverables” means anything the Supplier creates for the Customer in the course of the Services, including configurations, scripts, documentation and custom software; “Order” means the Customer's request for Services or Goods, however placed; and “written” (and similar expressions) includes email. References to legislation include any updates or amendments to it.

1.4. These Terms apply to every quotation, estimate, sale of Goods and supply of Services by the Supplier to a business customer, and can only be varied in writing signed by the Supplier. The Customer places an Order by telephone, email, via the Website, or by accepting a quotation. The Customer is responsible for ensuring the terms of its Order are complete and accurate.

1.5. Any acknowledgement of an Order is not acceptance of it. The contract between the Supplier and the Customer (the “Contract”) comes into existence when the Supplier confirms acceptance of the Order in writing, and comprises the Order, the relevant quotation or invoice, these Terms, and anything else the Supplier expressly agrees in writing. If the Supplier cannot accept an Order it will confirm this in writing, and will promptly refund any payment already received for it.

1.6. Descriptions of services on the Website are for general illustration only and do not form part of the Contract. The Supplier only supplies services in the UK. The Contract is made in the English language only. The Customer should save or print a copy of these Terms for future reference.

2. Quotations and estimates

2.1. A written quotation is valid for 30 days from its date, after which the Supplier may re-quote.

2.2. An estimate is a good-faith indication of likely cost, not a fixed price. Where work is charged at an hourly rate, the final invoice will reflect the actual time spent. The Supplier will tell the Customer as soon as reasonably possible if it becomes apparent that an estimate will be materially exceeded, and obtain the Customer's approval before continuing.

2.3. A fixed price covers only the scope of work described in the quotation. Additional work, changes requested by the Customer, or problems not reasonably discoverable when quoting (for example undisclosed hardware faults or pre-existing system damage) will be quoted separately or charged at the Supplier's standard hourly rate with the Customer's agreement.

3. Charges

3.1. The Charges are those set out in the Supplier's quotation or, where no quotation is given, the Supplier's published rates at the time the Order is placed.

3.2. The Charges do not include expenses (such as travel or accommodation) or third-party costs the Supplier incurs in providing the Services. The Supplier is entitled to recover these from the Customer, but will agree them with the Customer in advance of them being incurred.

3.3. The Supplier may charge additional amounts if the Customer requests a change to the Services after the Contract commences, fails to promptly provide instructions or Customer Materials the Supplier requires, or for any other act or omission of the Customer.

3.4. The Supplier may change its published standard rates for ongoing services by giving at least two months' written notice to the Customer.

3.5. The Supplier is not VAT registered and no VAT is charged or shown on its invoices. If the Supplier becomes VAT registered, VAT will be added to the Charges at the prevailing rate from the date of registration.

3.6. The Supplier makes all reasonable efforts to avoid pricing errors. If an error is made and the correct price is lower than the price in the Order, the Supplier will charge the lower amount (or refund the difference if payment has been made). If the correct price is higher, the Supplier will contact the Customer to confirm whether it wishes to proceed at the correct price or cancel the Order (in which case any payments already made will be promptly refunded).

4. Invoicing and payment

4.1. The Supplier may require payment in advance, or a deposit, for Goods ordered specifically for the Customer and for project work. Any such requirement will be stated on the quotation.

4.2. The Supplier is entitled to invoice the Charges on completion of the Services and, for ongoing services, monthly. The Customer will pay each invoice within 30 days of receiving it, by bank transfer or by credit or debit card (all major cards accepted) via a payment link provided by the Supplier, processed by its third-party payment processor (Stripe).

4.3. Payment is treated as made once the Supplier receives cleared funds. Time for payment of the Charges is of the essence. All payments must be made without any deduction or set-off.

4.4. If any amount owed by the Customer becomes overdue then, without compromising any other rights or remedies available to it, the Supplier:

  1. is entitled to charge statutory interest and fixed compensation in accordance with the Late Payment of Commercial Debts (Interest) Act 1998 (currently 8% per annum above the Bank of England base rate, plus the fixed sum prescribed by that Act);
  2. may suspend the supply of further Services (and services under any other contract with the Customer), and withhold Deliverables, until the overdue amounts are paid in full; and/or
  3. may terminate the Contract.

4.5. The Customer is responsible for all reasonable costs and expenses the Supplier incurs in recovering amounts owed to it by the Customer.

4.6. Payment fraud warning. The Supplier's bank details will never change by email alone. If the Customer receives any message stating that the Supplier's payment details have changed, the Customer must not pay, and must telephone the Supplier first on the number printed on its invoices to verify. The Supplier accepts no responsibility for payments made to a fraudulent account where the Customer has not verified a change of details by phone.

5. Supply of Services

5.1. The Supplier shall use reasonable endeavours to meet any dates quoted for the supply and completion of the Services, but such dates are approximate only and time for the supply and completion of the Services is not of the essence. The Supplier is not liable for delay caused by events outside its reasonable control, including supplier lead times and third-party service outages.

5.2. Either party may request a change to the scope of the Services. Any change must be agreed in writing by the parties, and neither party shall unreasonably refuse its consent. If a change is requested, the Supplier will provide a written statement of its effect on the Charges (up or down), on timing, and any other impact.

6. Warranties

6.1. The Supplier warrants that the Services will be supplied using reasonable care and skill and, where a written specification has been agreed, in accordance with it in all material respects.

6.2. Workmanship warranty. If, within 30 days of completion, the same fault the Supplier was engaged to fix recurs due to the Supplier's workmanship, the Supplier will re-perform the relevant work at no charge. This warranty does not cover new or different faults, faults caused by changes the Customer or a third party makes after the Supplier's work, malware reinfection arising from user activity, hardware degradation, or failures of third-party software, services or updates.

6.3. All other warranties, conditions and terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Contract.

7. Goods and software

7.1. Title to Goods remains with the Supplier until it has received payment in full for them. Risk in Goods passes to the Customer on delivery or collection.

7.2. Third-party Goods (hardware, licensed software, peripherals) carry the manufacturer's or publisher's own warranty, which the Supplier passes on to the Customer. The Supplier's liability for an inherent defect in third-party Goods is limited to what the Supplier is able to recover from the manufacturer or supplier on the Customer's behalf.

7.3. Software licences are subject to the publisher's licence terms, which the Customer accepts by using the software.

8. Obligations of the Customer

8.1. The Customer will:

  1. ensure that the Order, the Customer Materials and any other information supplied to the Supplier are complete and accurate, including accurate information about its systems and the fault or work required, and anything unusual about its environment that could affect the work;
  2. promptly provide the Supplier with such materials, information, credentials and access as the Supplier requires to supply the Services, and confirm it is authorised to grant that access;
  3. hold valid licences for all software on its systems (the Supplier will not install, activate or repair unlicensed or pirated software); and
  4. comply with all applicable laws and relevant regulatory obligations.

8.2. If the Services are supplied at the Customer's premises, the Customer will provide access to the premises at the times agreed, ensure the premises are ready and suitable for the work, and ensure they comply with all health and safety laws.

8.3. Where the Customer's systems run software or operating systems no longer supported by their developer, the Supplier may decline work on them or require the Customer to accept in writing that the work is performed at the Customer's risk. Unsupported systems carry materially higher risk of fault, data loss and security compromise.

8.4. If the Supplier is delayed or unable to fulfil any of its obligations under the Contract due to any act or omission of the Customer (a “Customer Failure”), the Supplier may rely on that Customer Failure to relieve it from its obligations, and — without compromising any other rights or remedies available to it — may suspend the supply of Services until the Customer makes good the Customer Failure, shall not be liable for any losses, costs or expenses the Customer suffers because of the resulting delay or suspension, and may require immediate payment of any losses, costs or expenses the Supplier incurs because of the Customer Failure.

9. Data and backups

9.1. Important. Repairs, upgrades, operating system work, and virus or malware removal carry an inherent and unavoidable risk of data loss or corruption, however carefully performed.

9.2. Unless the Supplier has expressly agreed in writing to perform a backup as part of the work, the Customer is responsible for making a complete, verified backup of all data on any system before handing it over or before any work begins. The Supplier can quote for a backup as a separate chargeable service.

9.3. To the fullest extent permitted by law, the Supplier is not liable for loss of, damage to, or corruption of data, files, software or configurations. Where the Supplier is liable in respect of data, its liability is limited to the reasonable cost of restoring the data from the most recent backup available to the Customer. The Supplier is not liable for the cost of recreating data for which no backup exists.

9.4. The Customer is responsible for the ongoing operation and verification of its own backup arrangements unless the Supplier is engaged under a written agreement to manage them.

10. Third-party services

10.1. The Supplier is not liable for any loss arising from the failure, interruption, degradation or unavailability of services provided by third parties, including internet service providers, telecommunications providers, cloud or hosting providers, domain registrars, email providers, utility suppliers, or software publishers, except to the extent the failure is directly caused by the Supplier's negligence in work it performed.

10.2. Where the Supplier configures or manages third-party services on the Customer's behalf, the contract for those services is between the Customer and the third party, and the third party's terms apply to the service itself.

11. Remote support

11.1. By requesting remote support the Customer authorises the Supplier to connect to its devices for the duration of the session. The Supplier will only connect using the tool and session the Customer approves, and the connection ends when the session ends.

11.2. The Customer is responsible for a working internet connection at its end. Time spent on a session is chargeable in line with the Supplier's published rates, including where the fault cannot be resolved remotely and an on-site visit is subsequently required.

12. Intellectual property

12.1. Intellectual property rights in Deliverables created specifically for the Customer transfer to the Customer on receipt by the Supplier of payment in full for the relevant work. Until then, the Supplier grants the Customer a licence to use the Deliverables for its internal business purposes only.

12.2. The Supplier retains all rights in its pre-existing materials, tools, scripts, templates and know-how, and grants the Customer a fully paid, non-exclusive, irrevocable licence to use them to the extent they are embedded in the Deliverables and necessary for the Customer to receive the full benefit of the Services.

12.3. The Customer retains all rights in the Customer Materials.

13. Liability — the Customer's attention is particularly drawn to this section

13.1. Nothing in the Contract excludes or limits either party's liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability which cannot be excluded or limited by law.

13.2. Subject to section 13.1, the Supplier is not liable to the Customer, whether arising from tort (including negligence), breach of contract, breach of statutory duty, indemnity or otherwise under or in connection with the Contract, for: (a) loss of profit, revenue, business, contracts, goodwill or anticipated savings; (b) business interruption or loss of use; (c) loss of, damage to, or corruption of data beyond the extent stated in section 9.3; or (d) any indirect or consequential loss, even if the Supplier was advised of the possibility of such loss.

13.3. Subject to sections 13.1 and 13.2, the Supplier's total aggregate liability in respect of all claims, losses or damages of whatever nature, whether arising from tort (including negligence), breach of contract, indemnity or otherwise, under or relating to the Contract, shall not exceed the total Charges paid or payable by the Customer under the Contract.

13.4. The Customer will notify the Supplier of any claim within a reasonable time, and in any event within 12 months, of the date the Customer became aware, or ought reasonably to have become aware, of the circumstances giving rise to it.

14. Insurance

14.1. The Supplier maintains professional indemnity, public liability and cyber liability insurance appropriate to the Services. Details of cover are available on request. The limitations and exclusions in sections 9 and 13 reflect the scope of that insurance and the allocation of risk on which the Charges are based; the Customer is responsible for insuring against losses excluded by the Contract.

15. Data protection

15.1. In this section, “Data Protection Laws” means the UK General Data Protection Regulation (UK GDPR), the Data Protection Act 2018, and all successor and replacement legislation, and all other laws and regulations relating to personal data and privacy applicable in the UK. “Personal data”, “process/processing”, “controller”, “processor”, “data subject” and “personal data breach” have the meanings given in the Data Protection Laws.

15.2. To the extent the Services involve the processing by the Supplier of personal data on the Customer's behalf, the Customer is the controller and the Supplier is the processor of that personal data. Each party will comply with the Data Protection Laws; this section is in addition to, and does not replace, those obligations.

15.3. The Customer will ensure that it has the necessary notices and, where appropriate, consents in place to allow the transfer of personal data to the Supplier and its processing for the purposes of the Contract.

15.4. For the purposes of the Data Protection Laws:

15.5. When processing personal data as processor on the Customer's behalf, the Supplier will:

  1. only process it on the Customer's documented written instructions (which include the Contract and the Order) and only for the purposes of the Services, unless required by law to do otherwise, in which case it will inform the Customer of that legal obligation before processing (unless prohibited by law from doing so);
  2. ensure that anyone processing the personal data on its behalf is subject to a duty of confidentiality;
  3. take appropriate technical and organisational measures to ensure the security of the personal data appropriate to the risk, and to protect it against unauthorised or accidental access, loss, alteration, disclosure or destruction;
  4. notify the Customer without undue delay on becoming aware of a personal data breach, and provide such information and assistance as the Customer reasonably requests in relation to it;
  5. not transfer the personal data outside the UK without the Customer's prior written consent, and only with appropriate safeguards in compliance with the Data Protection Laws;
  6. provide reasonable assistance to the Customer, at the Customer's cost and taking into account the nature of the processing, with data subject rights requests and with the Customer's obligations regarding security, breach notification, data protection impact assessments and consultations with supervisory authorities;
  7. at the end of the engagement, at the Customer's option, return or delete all personal data (and procure the same from any sub-processor), unless required by law to retain it, in which case it will promptly inform the Customer and this section will continue to apply to that data;
  8. immediately notify the Customer if it is asked to do anything which infringes the Data Protection Laws;
  9. keep records of processing sufficient to demonstrate its compliance with this section, and provide copies to the Customer promptly on request; and
  10. allow the Customer, or its nominated representatives, to conduct audits of the Supplier's compliance with this section on at least 14 days' written notice, subject to the Customer and its representatives first entering into suitable confidentiality undertakings.

15.6. The Supplier does not routinely engage sub-processors. If the Supplier wishes to appoint a sub-processor, it will give the Customer written notice of the proposed appointment. The Customer has 10 days from the date of the notice to object in writing on reasonable grounds. If the Customer objects, the parties will work together to find a reasonable alternative; if none can be found within 10 days of the objection, the Supplier may terminate only those Services which cannot be supplied without the relevant sub-processor, without liability for that termination. If the Customer does not object within 10 days, it is deemed to accept the appointment. The Supplier will impose obligations substantially similar to this section 15 on any sub-processor and remains liable to the Customer for the acts and omissions of its sub-processors.

15.7. The Supplier is registered with the Information Commissioner's Office (registration reference ZC220229). The Supplier processes personal data for which it is itself the controller (for example the Customer's contact and billing details) in accordance with its privacy policy.

16. Confidentiality

16.1. Each party will keep confidential any confidential information of the other which it receives or encounters in connection with the Contract, and will not use it except for the purposes of the Contract. The Supplier will not access the Customer's files or data except as necessary to perform the work. This obligation does not apply to information which is or becomes public other than through a breach of this section, or which must be disclosed by law.

17. Cancellation by the Customer

17.1. The Customer may cancel booked work with at least 48 hours' notice at no charge. Cancellation with less notice may incur a charge of up to one hour at the Supplier's standard rate.

17.2. Cancellation of project work after commencement requires payment for all work performed and any costs the Supplier has committed to that cannot reasonably be recovered (for example Goods ordered for the project).

17.3. Ongoing services and retainers. Either party may end an ongoing service or retainer arrangement by giving the other at least one month's written notice, unless a different notice period is stated in the relevant quotation. Notice does not affect the Customer's obligation to pay for Services supplied up to the end of the notice period, and the Supplier will refund any Charges paid in advance for Services not supplied after it.

18. Termination

18.1. Either party may terminate the Contract, without liability to the other, if the other party's business fails — that is, if the other party is or appears to be unable to pay its debts as they fall due; makes any voluntary arrangement with its creditors; (being an individual or firm) becomes bankrupt; (being a company) becomes subject to an administration order or goes into liquidation; has any third party take possession of, or enforce rights over, any of its property or assets under any form of security; stops or threatens to stop carrying on business; suffers any equivalent process in any jurisdiction; or where the terminating party reasonably believes any of these events is about to occur and notifies the other party accordingly.

18.2. Without compromising any other rights or remedies available to it, the Supplier may terminate the Contract without liability to the Customer if the Customer fails to pay any amount under the Contract when due, or commits a material breach of the Contract and fails to rectify it within 5 working days of written notice.

18.3. On termination of the Contract, however caused, the Customer shall pay the Supplier on demand all Charges and other sums due but unpaid (together with any interest accrued under section 4.4), and any Charges invoiced after termination for Services supplied before termination.

18.4. Termination or expiry of the Contract does not affect any rights, remedies, obligations or liabilities of the parties accrued up to the date of termination, including the right to claim damages for any breach existing at or before that date. Any term which is stated to continue, or by its nature is intended to continue, after termination shall continue to bind the parties.

19. Events beyond the Supplier's reasonable control (force majeure)

19.1. The Supplier is not liable to the Customer for any failure or delay in performing its obligations to the extent caused by an event beyond its reasonable control, including power or telecommunications failure, supplier failure, severe weather, illness, or epidemic. If such an event continues for more than 4 weeks, either party may serve 14 days' written notice on the other to terminate the Contract.

20. Complaints

20.1. If the Customer is unhappy with any aspect of the Supplier's work, it should contact the Supplier using the details in section 1.2. The Supplier aims to acknowledge complaints within 2 working days and resolve them within 14 days.

21. General

21.1. The Contract represents the entire agreement between the parties in relation to its subject matter and supersedes all previous agreements, representations or understandings between them. The parties agree that they shall have no rights or remedies in relation to any representation or warranty that is not included in the Contract.

21.2. The Customer shall not assign, sub-contract, delegate or otherwise transfer any of its rights or obligations under the Contract without the prior written consent of the Supplier.

21.3. If any provision of these Terms is held by a competent authority to be invalid or unenforceable, in whole or in part, the validity of the other provisions and of the remainder of the provision in question is not affected. Every provision is severable from every other.

21.4. No single or partial exercise of, or failure or delay in exercising, any right, power or remedy by a party operates as a waiver of it or impairs or precludes any further exercise of it. To be valid, any waiver must be in writing.

21.5. Unless otherwise expressly stated, nothing in the Contract creates or confers any rights or other benefits under the Contracts (Rights of Third Parties) Act 1999 in favour of any person other than a party to the Contract.

21.6. Any written notice under these Terms is sufficiently served if delivered by pre-paid post or courier to the other party's last known business address, or sent by email (but only on evidence of successful transmission and only if the parties have regularly communicated on contract matters by email).

21.7. The Contract is governed by the law of England and Wales, and the parties submit to the exclusive jurisdiction of the courts of England and Wales.

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