STRUCTURA Terms & Conditions
These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and STRUCTURA ("Company," "we," "us," or "our"), governing your access to and use of our business operations management services, including our Client Portal and all related services (collectively, the "Services").
By engaging our Services, signing a service agreement, making payment, or accessing the STRUCTURA Client Portal, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not use our Services.
"Services" means all business operations management, consulting, system implementation, automation, workflow design, project management, and related services provided by STRUCTURA as outlined in the applicable service package or agreement.
"Client Portal" means the secure, centralized digital workspace provided by STRUCTURA for client use, including task management, document storage, communication tools, and other operational features.
"Subscription" means the recurring monthly or annual service plan selected by the Client.
"Deliverables" means the specific outputs, systems, documents, or work products agreed upon in the service agreement or package description.
3.1 Package Selection
Clients may select from our available service packages (Executive Base, Executive Plus, Executive Board) or request a custom package. The specific services, deliverables, and limitations of each package are outlined in the service agreement and package description.
3.2 Service Modifications
reserves the right to modify...STRUCTURA reserves the right to modify, suspend, or discontinue any aspect of the Services at any time with reasonable notice to active clients. We will make commercially reasonable efforts to provide equivalent alternative services where applicable.
3.3 Package Changes
Clients may request to upgrade or downgrade their service package by providing written notice. Changes will take effect at the next billing cycle. Downgrades may result in loss of access to certain features or reduced service levels.
4.1 Information and Access
- The Client agrees to: • Provide accurate, complete, and timely information required for service delivery • Grant necessary access to business tools, platforms, and systems • Designate a primary point of contact for communication • Respond to requests for feedback, approvals, or decisions within reasonable timeframes (typically 3-5 business days) • Maintain the confidentiality of portal login credentials
4.2 Cooperation
Effective service delivery requires active collaboration. Delays caused by Client non-responsiveness, failure to provide required information, or lack of access to necessary systems may impact project timelines and are not the responsibility of STRUCTURA.
4.3 Legal Compliance
- The Client represents and warrants that: • They have the legal authority to engage our Services • All materials, information, and content provided to STRUCTURA are legally owned or properly licensed • Their business operations comply with all applicable laws and regulations • They will not use our Services for any illegal or unauthorized purpose
5.1 Fees and Billing Service fees are as specified in the selected package or custom agreement. All fees are stated in British Pounds (GBP) unless otherwise agreed in writing.
5.2 Payment Schedule
- Monthly Subscriptions: Billed in advance on the same date each month • Annual Subscriptions: Billed in advance annually with applicable discount • One-Time Services: Payment terms as specified in the service agreement (typically 50% deposit, 50% upon completion)
5.3 Payment Methods Payments may be made via bank transfer, credit/debit card, or other approved payment methods. Payment details will be provided in invoices accessible through the Client Portal.
5.4 Late Payment
- Payments are due by the date specified on the invoice. Late payments may incur: • Suspension of Services after 14 days of non-payment • Termination of Services after 30 days of non-payment
5.5 TaxesAll fees are exclusive of applicable taxes, duties, or levies (including VAT, sales tax, or withholding tax). The Client is responsible for payment of all such taxes except those based on STRUCTURA's net income.
6.1 No Refunds for Commenced Services No Refunds for Commenced Services Once Services have commenced for a billing period (including setup, onboarding, or delivery of any Deliverables), all payments are non-refundable. This includes monthly subscription fees and deposits for one-time services.
6.2 Cancellation Notice Either party may terminate the agreement with written notice: • Client Cancellation: 30 days' written notice required. Client remains responsible for payment through the end of the notice period. • STRUCTURA Cancellation: 30 days' written notice will be provided except in cases of breach or non-payment.
6.3 Effect of Termination Upon termination: • Client access to the Client Portal will be suspended • STRUCTURA will provide final deliverables or work in progress in an agreed format • Client must pay all outstanding fees • STRUCTURA retains the right to delete Client data from our systems 30 days after final access date, subject to legal retention requirements
7.1 Client Ownership Upon full payment of all fees, the Client owns: • Deliverables created specifically and exclusively for the Client (SOPs, workflow documents, custom automation sequences) • Data uploaded or created by the Client within the Client Portal
7.2 STRUCTURA Ownership STRUCTURA retains all rights to: • The Client Portal platform and underlying technology • Templates, frameworks, and methodologies used in service delivery • Pre-existing intellectual property and tools • The STRUCTURA brand, name, and related materials
7.3 Portfolio Rights STRUCTURA reserves the right to: • Reference the Client's name and logo in marketing materials and portfolio (unless explicitly prohibited in writing) • Describe the nature of services provided in case studies or testimonials (with Client approval for detailed case studies)
7.4 License to Use Portal STRUCTURA grants the Client a non-exclusive, non-transferable license to use the Client Portal during the term of the service agreement, subject to these Terms.
8.1 Mutual Obligations Both parties agree to maintain the confidentiality of all proprietary or confidential information disclosed during the course of the service relationship, including but not limited to: • Business strategies, financial information, and operational data • Client customer information and trade secrets • Proprietary methodologies, processes, and tools • Login credentials and system access information
8.2 Exceptions Confidential information does not include information that: • Is or becomes publicly available through no breach of this agreement • Was rightfully known prior to disclosure • Is independently developed without use of confidential information • Must be disclosed pursuant to legal requirement or court order (with prompt notice to the disclosing party where permitted)
8.3 Data Security STRUCTURA implements reasonable administrative, physical, and technical safeguards to protect Client information. However, no system is completely secure, and STRUCTURA cannot guarantee absolute security of data.
9.1 Service Nature STRUCTURA provides operational management, consulting, and system implementation services. We do not guarantee specific business outcomes, revenue results, or financial performance.
9.2 Excluded Damages N NO EVENT SHALL STRUCTURA BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.3 Third-Party Platforms STRUCTURA is not responsible for: • Failures, errors, or limitations of third-party platforms, tools, or services • Loss of data due to third-party service interruptions • Costs associated with third-party software, subscriptions, or licenses
10.1 Service Warranty STRUCTURA warrants that Services will be performed in a professional and workmanlike manner consistent with industry standards.
10.2 DISCLAIMER EXCEPT AS EXPRESSLY PROVIDED IN SECTION 10.1, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." STRUCTURA DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
The Client agrees to indemnify, defend, and hold harmless STRUCTURA, its officers, directors, employees, and agents from any claims, damages, losses, liabilities, costs, or expenses (including reasonable attorneys' fees) arising from: • Client's breach of these Terms • Client's violation of any law or regulation • Client's violation of any third-party rights • Content, data, or materials provided by Client • Negligent or willful misconduct by Client
12.1 Data Processing STRUCTURA processes personal data in accordance with applicable data protection laws.
12.2 Client Data The Client retains ownership of all data uploaded to the Client Portal. STRUCTURA acts as a data processor on behalf of the Client for such data.
12.3 Privacy Policy collection...Our collection, use, and protection of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference.
12.4 Data Retention will retain...STRUCTURA will retain Client data for the duration of the service relationship and for 30 days following termination, after which data may be permanently deleted unless legal retention requirements apply.
Neither party shall be liable for failure to perform obligations due to circumstances beyond their reasonable control, including acts of God, natural disasters, war, terrorism, government actions, strikes, epidemics, pandemics, internet or telecommunications failures, or other force majeure events.
14.2 Negotiation In the event of any dispute, the parties agree to first attempt to resolve the matter through good faith negotiation.
15.1 Entire Agreement These Terms, together with the service agreement and any other documents expressly incorporated by reference, constitute the entire agreement between the parties and supersede all prior agreements and understandings.
15.2 Amendments STRUCTURA may modify these Terms at any time by posting updated Terms on our website or providing notice through the Client Portal. Continued use of Services after such modifications constitutes acceptance of the updated Terms.
15.3 Severability If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
STRUCTURA
Email: info@structurahq.com
Website: structurahq.com
By using STRUCTURA's Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.