Terms of Service

1. Parties & Acceptance

These Terms of Service ("Terms") constitute a legally binding agreement between 2-IC DATA SYSTEMS (“we”, “us”, or “the Company”) and the organisation or individual (“Client”, “you”) that purchases or engages with any data migration or related service through the Flow-X platform (flow-x.madethis.app). Our services are intended for business customers. By accepting a written Statement of Work (“SOW”) or placing an order, you confirm that you are authorised to act for the purchasing organisation. That confirmation does not exclude or limit rights that cannot lawfully be excluded or limited.

2. Service Scope

2-IC DATA SYSTEMS provides business-to-business data migration services for CRM and ERP platforms, including but not limited to Salesforce, HubSpot, SAP, Microsoft Dynamics, and similar systems. Each engagement is governed by an SOW agreed in writing before project commencement. The SOW will identify the agreed deliverables, exclusions, dependencies, price, payment schedule, estimated timeline, start trigger, acceptance checks, and named project contacts. Services may include data extraction, field mapping, transformation, validation, reconciliation, and load into the target system. Services do not include ongoing system administration, software licensing, data cleansing beyond the agreed scope, or customisation unless the SOW says otherwise.

3. Payment Terms

All prices are quoted in British Pounds (GBP) exclusive of VAT unless stated otherwise. Two payment structures are available:

• 100% Upfront: Full project fee paid at order placement. Work commences within 2 business days of cleared payment.
• 50/50 Split: 50% paid at order placement; the remaining 50% invoiced upon delivery of the migrated dataset to the target system. Work commences within 2 business days of the initial cleared payment. The second payment is due within 14 days of invoice.

The price, payment authorisation, and payment method for a bespoke engagement are shown before payment is requested. A custom-request intake form is not a payment authorisation and does not create a contract. Payments are processed through the MadeThis platform or by an agreed invoice route. We may suspend future work for an overdue undisputed business balance, subject to applicable law and the agreed SOW.

4. Delivery Timelines

Our standard migration framework operates on a 12-week delivery timeline from project kick-off, structured as follows:

• Weeks 1–2: Discovery, access provisioning, field mapping
• Weeks 3–4: Data extraction and pre-migration audit
• Weeks 5–8: Transformation, validation, and dry-run
• Weeks 9–10: Client review and sign-off on dry-run results
• Weeks 11–12: Production migration and reconciliation report

Timelines are estimates. Delays attributable to the Client (e.g., access not provided, approvals withheld, incomplete data exports) will extend the timeline by the corresponding number of business days. We will notify you promptly of any delay and its cause.

5. Client Obligations

You agree to: (a) provide timely access to source and target systems, including read/write credentials and admin rights where required; (b) designate a named project contact with authority to approve field mappings and dry-run results; (c) retain an independent backup of all source data prior to migration; (d) respond to queries and review requests within 3 business days. We are not liable for migration errors that result directly from inaccurate information, withheld access, or late approvals by the Client.

6. Refunds & Cancellation

Refunds and cancellations are governed by our Refund & Cancellation Policy, incorporated herein by reference. Fees are non-refundable after Flow-X begins the agreed work, except where applicable law provides a cancellation, refund, chargeback, or other mandatory remedy, or where Flow-X materially fails to deliver the agreed scope. Nothing in these Terms limits rights that cannot lawfully be limited.

7. Intellectual Property

All data provided by the Client remains the exclusive property of the Client. 2-IC DATA SYSTEMS claims no ownership over any client data processed during a migration engagement. Our proprietary methodologies, tools, scripts, and documentation developed by 2-IC DATA SYSTEMS remain the intellectual property of the Company, except where a deliverable is expressly agreed in writing to be assigned to the Client. Any deliverable created specifically for the Client under a SOW (e.g., a custom field-mapping schema) is licensed to the Client on a perpetual, royalty-free, non-exclusive basis for internal business use.

8. Limitation of Liability

To the fullest extent permitted by law:

• Our total aggregate liability to you arising out of or in connection with any engagement shall not exceed the total fees paid by you for the specific project giving rise to the claim.
• We are not liable for any indirect, consequential, special, or punitive loss, including loss of profits, loss of data (beyond the migrated dataset itself), or loss of business opportunity.
• Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, or any liability that cannot be excluded under applicable law.

We strongly recommend you retain a full backup of all source data prior to any migration. Failure to maintain an independent backup may affect any claim relating to data loss.

9. Confidentiality

Both parties agree to keep confidential any non-public information disclosed during the engagement, including technical configurations, business data, and commercial terms. This obligation survives termination of the project for a period of five (5) years. Neither party will disclose confidential information to third parties except sub-processors required to deliver the service (subject to equivalent confidentiality obligations) or as required by law or regulatory authority.

10. Data Protection

Both parties shall comply with UK GDPR and the Data Protection Act 2018. Where 2-IC DATA SYSTEMS processes personal data on behalf of the Client, it does so as a data processor. The terms of our Data Processing Agreement (GDPR Article 28) apply to all engagements involving personal data.

11. Termination

Either party may terminate an engagement as provided in the SOW or by 14 days' written notice where the SOW does not state otherwise. Cancellation and remedies are governed by the Refund & Cancellation Policy and applicable law. If we cancel for reasons within our control, we will discuss a fair remedy for the affected work, including a pro-rated refund where appropriate and required by the agreed scope or applicable law.

12. Governing Law & Dispute Resolution

The applicable governing law and dispute forum will be stated in the SOW or order confirmation. If none is stated, this is a placeholder for the governing-law arrangement to be confirmed by a solicitor before payment or commencement. Please first send complaints to team@flow-x.madethis.app; we aim to acknowledge them within two business days and seek a good-faith resolution. This process does not prevent either party from using a remedy available under applicable law.

13. Amendments

We may update these Terms from time to time. Each version states its effective date. A project remains subject to the version accepted in its SOW or order confirmation unless both parties agree otherwise or a change is required by law.

14. Contact

For any questions regarding these Terms, please contact us at team@flow-x.madethis.app.