Terms and Conditions

For the purposes of these Terms:

• "Client" means any individual or entity that engages Datean for services.
• "Services" means all data engineering, analytics, business intelligence, and related services provided by Datean.
• "Website" means the Datean website located at https://datean.co.uk.
• "User" means any person who accesses or uses the Website.
• "Content" means all text, images, graphics, code, and other materials on the Website.
• "Agreement" means any separate written contract between Datean and a Client for specific services.

3.1 Permitted Use

You may use the Website for lawful purposes only and in accordance with these Terms. You agree not to use the Website:

• In any way that violates any applicable national or international law or regulation
• To transmit, or procure the sending of, any advertising or promotional material without our prior written consent
• To impersonate or attempt to impersonate Datean, a Datean employee, another user, or any other person or entity
• In any way that infringes upon the rights of others, or in any way is illegal, threatening, fraudulent, or harmful
• To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Website

3.2 Account Security

If you create an account on our Website or receive login credentials for any of our Services, you are responsible for maintaining the confidentiality of your account information and password. You agree to notify us immediately of any unauthorized use of your account.

3.3 Prohibited Activities

You must not:

• Attempt to gain unauthorized access to any part of the Website or Services
• Introduce viruses, trojans, worms, logic bombs, or other malicious or technologically harmful material
• Attack the Website via a denial-of-service attack or a distributed denial-of-service attack
• Use any robot, spider, or other automatic device to access the Website
• Reverse engineer, decompile, or disassemble any software or technology used in the Website

4.1 Ownership

The Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Datean, its licensors, or other providers of such material and are protected by United Kingdom and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

4.2 Limited License

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, and revocable license to access and use the Website for your personal or business purposes. This license does not include any right to:

• Resell or make any commercial use of the Website or its contents
• Collect and use any product listings, descriptions, or prices
• Make any derivative use of the Website or its contents
• Download or copy account information for the benefit of another party
• Use any data mining, robots, or similar data gathering and extraction tools

4.3 Trademarks

"Datean", "Datean Technology", our logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Datean or its affiliates. You must not use such marks without our prior written permission. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.

5.1 Service Scope

Datean provides data engineering, analytics, business intelligence, WhatsApp Business API integration, and related consulting services. The specific scope, deliverables, timelines, and fees for any engagement will be outlined in a separate written Agreement or Statement of Work (SOW).

5.2 Client Responsibilities

Clients agree to:

• Provide timely access to necessary data, systems, and personnel
• Provide accurate and complete information required for service delivery
• Respond to requests for information or approvals in a timely manner
• Ensure they have the necessary rights and permissions for any data provided to Datean
• Comply with all applicable laws and regulations related to the Services

5.3 Service Modifications

We reserve the right to modify, suspend, or discontinue any aspect of our Services at any time. We will provide reasonable notice of any material changes that affect existing Client engagements.

5.4 No Guarantees

While we strive for excellence, we do not guarantee specific business outcomes or results from our Services unless explicitly stated in a separate written Agreement. The success of any engagement depends on various factors, including Client cooperation, data quality, and external circumstances beyond our control.

6.1 Fees

All fees for Services will be specified in a separate Agreement or SOW. Unless otherwise stated, all fees are quoted in British Pounds (GBP) and are exclusive of VAT and other applicable taxes.

6.2 Payment Schedule

Payment terms will be specified in the relevant Agreement. Typically, invoices are payable within 30 days of the invoice date unless otherwise agreed in writing.

6.3 Late Payment

Late payments may be subject to interest charges at the rate of 8% per annum above the Bank of England base rate, or the maximum rate permitted by law, whichever is lower. We reserve the right to suspend Services for overdue accounts.

6.4 Expenses

Unless otherwise agreed, any reasonable expenses incurred in the provision of Services (such as travel, accommodation, or third-party services) will be charged separately and must be pre-approved by the Client.

7.1 Confidential Information

Both parties may have access to confidential information belonging to the other party. "Confidential Information" includes business plans, technical data, customer information, pricing, and any information marked as confidential or that should reasonably be considered confidential.

7.2 Obligations

Each party agrees to:

• Keep Confidential Information strictly confidential
• Use Confidential Information only for the purposes of the engagement
• Not disclose Confidential Information to third parties without prior written consent
• Protect Confidential Information using at least the same degree of care as used for its own confidential information

7.3 Exceptions

Confidential Information does not include information that: (a) is or becomes publicly available through no breach of these Terms; (b) was known prior to disclosure; (c) is rightfully received from a third party without breach of confidentiality; or (d) must be disclosed by law or court order.

We are committed to protecting your personal data in accordance with the UK GDPR and Data Protection Act 2018. Our collection, use, and protection of personal data is governed by our Privacy Policy, which is incorporated into these Terms by reference.

When providing Services that involve processing Client data, we will act as either a data processor or data controller (as defined under UK GDPR) depending on the nature of the engagement. The specific data processing terms will be outlined in a separate Data Processing Agreement (DPA) where required by law.

Clients warrant that they have all necessary rights, consents, and lawful bases to provide data to Datean for processing as part of the Services.

9.1 Our Warranties

We warrant that we will perform Services with reasonable skill and care, in accordance with industry standards, and in compliance with all applicable laws and regulations.

9.2 Website Disclaimer

THE WEBSITE AND ALL INFORMATION, CONTENT, MATERIALS, AND SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, UNLESS OTHERWISE SPECIFIED IN WRITING.

We make no representations or warranties of any kind, express or implied, as to the operation of the Website or the information, content, materials, or services included on or otherwise made available to you through the Website, unless otherwise specified in writing.

9.3 Limitation of Warranties

To the fullest extent permissible by applicable law, we disclaim all warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Website will be uninterrupted, secure, or error-free, or that defects will be corrected.

10.1 Exclusion of Certain Damages

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL DATEAN, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE WEBSITE OR SERVICES.

10.2 Limitation of Liability Cap

Our total liability to you for all claims arising out of or related to these Terms or the Services, whether in contract, tort, or otherwise, shall not exceed the total amount paid by you to Datean in the 12 months preceding the claim, or £1,000, whichever is greater.

10.3 Exceptions

Nothing in these Terms excludes or limits our liability for: (a) death or personal injury caused by our negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be excluded or limited under applicable law.

You agree to indemnify, defend, and hold harmless Datean, its affiliates, directors, officers, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising from: (a) your use of the Website or Services; (b) your violation of these Terms; (c) your violation of any rights of another party; or (d) any data or content you provide to us.

12.1 Term

These Terms remain in effect while you use the Website or Services. Specific service engagements will be governed by the term specified in the relevant Agreement or SOW.

12.2 Termination by You

You may stop using the Website at any time. For service engagements, termination rights will be specified in the relevant Agreement.

12.3 Termination by Us

We may terminate or suspend your access to the Website immediately, without prior notice or liability, for any reason, including if you breach these Terms. We may terminate service engagements in accordance with the terms specified in the relevant Agreement.

12.4 Effect of Termination

Upon termination, your right to use the Website and Services will immediately cease. All provisions of these Terms that by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnification, and limitations of liability.

13.1 Informal Resolution

In the event of any dispute, controversy, or claim arising out of or relating to these Terms or the Services, the parties agree to first attempt to resolve the matter through good faith negotiations.

13.2 Governing Law

These Terms shall be governed by and construed in accordance with the laws of England and Wales, without regard to its conflict of law provisions.

13.3 Jurisdiction

You agree that any legal action or proceeding arising out of or relating to these Terms shall be brought exclusively in the courts of England and Wales. You consent to the personal jurisdiction of such courts and waive any objection to the laying of venue in such courts.

14.1 Entire Agreement

These Terms, together with any separate Agreements and our Privacy Policy, constitute the entire agreement between you and Datean regarding the use of the Website and Services, superseding any prior agreements.

14.2 Severability

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect.

14.3 Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

14.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction.

14.5 Force Majeure

Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including acts of God, war, terrorism, riots, pandemic, embargoes, acts of civil or military authorities, fire, floods, accidents, or strikes.

14.6 Third-Party Services

Our Website or Services may contain links to third-party websites or services that are not owned or controlled by Datean. We have no control over and assume no responsibility for the content, privacy policies, or practices of any third-party websites or services.

If you have any questions about these Terms, please contact us at: