Terms and Conditions

1. Introduction and Acceptance

Welcome to ED ARTHUR UK LTD. These Terms and Conditions ("Terms") govern your use of our website, services, and products. By accessing our website or using our services, you agree to be bound by these Terms.

If you do not agree with any part of these Terms, you must not use our website or services.

2. Definitions

In these Terms, the following words have the following meanings:

• "Company," "we," "us," "our" refers to ED ARTHUR UK LTD
• "Client," "you," "your" refers to the person or entity using our services
• "Services" refers to our game development, design, consultation, and related services
• "Website" refers to our website and any associated platforms
• "Products" refers to games, applications, and software we develop
• "Content" refers to all text, images, graphics, software, and other materials

3. Our Services

3.1 Service Description

ED ARTHUR UK LTD provides children's game development services, including but not limited to:

• Custom game design and development
• Educational game integration
• Game testing and quality assurance
• Consultation services
• Maintenance and support services

3.2 Service Availability

We strive to provide continuous access to our website and services, but we cannot guarantee uninterrupted availability. We may suspend or restrict access for maintenance, updates, or technical reasons.

3.3 Service Modifications

We reserve the right to modify, suspend, or discontinue any aspect of our services at any time, with reasonable notice where possible.

4. Client Obligations and Responsibilities

4.1 Accurate Information

You agree to provide accurate, complete, and up-to-date information when using our services or contacting us.

4.2 Lawful Use

You agree to use our services only for lawful purposes and in accordance with these Terms. You must not:

• Use our services for any illegal or unauthorized purpose
• Attempt to gain unauthorized access to our systems
• Interfere with or disrupt our services
• Upload or transmit malicious code or content
• Violate any applicable laws or regulations

4.3 Content Responsibility

You are responsible for any content you provide to us, including ensuring you have the necessary rights and permissions.

5. Project Terms and Conditions

5.1 Project Agreements

Specific projects will be governed by separate written agreements that supplement these Terms. In case of conflict, the project-specific agreement takes precedence.

5.2 Scope and Changes

Project scope will be defined in the project agreement. Any changes to scope must be agreed in writing and may affect timelines and costs.

5.3 Client Cooperation

Successful project completion requires your cooperation, including:

• Providing necessary information and materials
• Responding to requests for feedback in a timely manner
• Making decisions when required
• Providing access to relevant systems or personnel

5.4 Delays

We are not responsible for delays caused by:

• Client failure to provide required information or approvals
• Changes in project scope
• Circumstances beyond our reasonable control
• Third-party delays

6. Payment Terms

6.1 Pricing

Prices for our services will be quoted in British Pounds (GBP) and are valid for the period specified in the quote.

6.2 Payment Schedule

Payment terms will be specified in project agreements. Typically:

• Consultation services: Payment in advance
• Development projects: Milestone-based payments
• Support services: Monthly or quarterly payments

6.3 Late Payment

Late payments may incur interest charges at a rate of 1.5% per month or the maximum rate permitted by law, whichever is lower.

6.4 Taxes

All prices are exclusive of applicable taxes, which will be added where required.

7. Intellectual Property Rights

7.1 Our IP Rights

We retain ownership of:

• Our proprietary methodologies and processes
• Pre-existing intellectual property
• General knowledge and expertise
• Tools and frameworks we develop independently

7.2 Client IP Rights

You retain ownership of:

• Content and materials you provide
• Your trademarks and brand elements
• Business concepts and ideas you share

7.3 Project-Specific IP

Ownership of project deliverables will be specified in the project agreement, typically transferring to you upon full payment.

7.4 Third-Party IP

We may use third-party libraries, frameworks, or tools in our work. These remain subject to their respective licenses.

8. Confidentiality

We understand the sensitive nature of your business information and commit to maintaining confidentiality.

8.1 Confidential Information

Confidential information includes any non-public information related to your business, projects, or operations.

8.2 Our Obligations

We agree to:

• Keep your confidential information secure
• Use it only for providing services to you
• Not disclose it to unauthorized parties
• Return or destroy it upon request

8.3 Exceptions

Confidentiality obligations do not apply to information that:

• Is publicly available
• We knew before disclosure
• Is independently developed
• Must be disclosed by law

9. Warranties and Disclaimers

9.1 Our Warranties

We warrant that:

• Our services will be performed with reasonable skill and care
• We have the authority to enter into agreements
• We will comply with applicable laws
• Our work will conform to agreed specifications

9.2 Disclaimers

Except as expressly stated, we provide services "as is" without additional warranties. We disclaim:

• Warranties of merchantability or fitness for purpose
• Guarantees of specific outcomes or results
• Warranties regarding third-party services or products
• Uninterrupted or error-free service

9.3 Remedies

For breach of warranty, our liability is limited to re-performing the defective services or refunding fees paid for those services.

10. Limitation of Liability

10.1 General Limitations

Our total liability to you for any claims arising from or related to our services is limited to the fees paid by you for the specific services giving rise to the claim.

10.2 Excluded Damages

We are not liable for:

• Indirect, incidental, or consequential damages
• Lost profits or business opportunities
• Data loss or corruption
• Third-party claims
• Force majeure events

10.3 Exceptions

Nothing in these Terms limits our liability for:

• Death or personal injury caused by negligence
• Fraud or fraudulent misrepresentation
• Breach of confidentiality
• Other matters that cannot be limited by law

11. Indemnification

You agree to indemnify and hold us harmless from claims arising from:

• Your breach of these Terms
• Your violation of applicable laws
• Content or materials you provide
• Your use of our services
• Third-party claims related to your business

12. Termination

12.1 Termination by Either Party

Either party may terminate ongoing services with reasonable notice, subject to project-specific agreements.

12.2 Immediate Termination

We may terminate services immediately if:

• You breach these Terms
• You fail to pay amounts due
• You engage in unlawful activity
• Continuation would harm our reputation

12.3 Effects of Termination

Upon termination:

• You must pay for services rendered
• We will deliver completed work
• Confidentiality obligations continue
• Relevant Terms survive termination

13. Force Majeure

We are not liable for delays or failures due to circumstances beyond our reasonable control, including:

• Natural disasters
• Government actions
• Pandemics or health emergencies
• Internet or telecommunications failures
• Third-party service disruptions

14. General Provisions

14.1 Governing Law

These Terms are governed by the laws of England and Wales.

14.2 Jurisdiction

Any disputes will be subject to the exclusive jurisdiction of the courts of England and Wales.

14.3 Entire Agreement

These Terms, together with any project-specific agreements, constitute the entire agreement between us.

14.4 Amendments

We may update these Terms from time to time. Changes will be posted on our website with an updated effective date.

14.5 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in effect.

14.6 Assignment

You may not assign your rights or obligations under these Terms without our written consent. We may assign our rights with reasonable notice.

14.7 Waiver

Our failure to enforce any provision does not constitute a waiver of that provision or any other rights.

15. Dispute Resolution

15.1 Informal Resolution

We encourage resolving disputes through direct communication. Please contact us first to discuss any concerns.

15.2 Mediation

If informal resolution fails, we agree to attempt mediation through a mutually acceptable mediator.

15.3 Legal Action

If mediation is unsuccessful, disputes may be resolved through the courts of England and Wales.

16. Contact Information

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

17. Acknowledgment

By using our website or services, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.

Effective Date: These Terms are effective as of August 23, 2025.