Last Updated: May 2026
Welcome to Constant Motion Resiliency. These Terms and Conditions (“Terms”) govern the relationship between Constant Motion Resiliency (“we,” “us,” or “our”) and the client (“you” or “the Client”) for the provision of automation consulting, system architecture, and training services.
1. Services & Scope
1.1. The Services cover the audit, design, and implementation of automation workflows across the Client’s existing or future software ecosystem. This includes, but is not limited to, cloud productivity suites (e.g., Google Workspace, Microsoft 365), third-party integrators, project management tools, and communication APIs.
1.2. The specific scope of work, deliverables, and timelines will be agreed upon in writing (via email or a specific Statement of Work) before the commencement of services.
1.3. Our "Smart Lazy" method involves a hybrid of building systems and training you to maintain them. You acknowledge that successful automation requires your active participation and timely feedback.
2. Fees and Payment
2.1. Pricing: Fees are based on the project scope or hourly rate as agreed upon during the consultation.
2.2. Payment Terms: Unless otherwise agreed, invoices are payable within 14 days of issue. In accordance with the Late Payment of Commercial Debts (Interest) Act 1998, we reserve the right to charge interest on overdue payments.
2.3. Third-Party Costs: You are responsible for all subscription costs for third-party tools (e.g., Make.com, Google Workspace, TidyCal). We act only as the architect; the accounts must be held in your name.
3. Intellectual Property (IP)
3.1 Background IP: Constant Motion Resiliency retains all ownership of 'Background IP,' defined as any pre-existing code, standard automation logic, templates, and generic documentation used across multiple projects.
3.2 Reusability of Know-How: We reserve the right to utilize any general techniques, automation logic, or technical skills developed during the project for future clients. This includes the right to replicate similar automation logic for other parties, provided no Client Confidential Information is disclosed.
3.3 Foreground IP (The Process): The specific sequence of your proprietary business process (your 'Process Flow') is considered Confidential Information. We will not disclose your unique process to any third party.
3.4 Documentation: We provide two types of documentation:
(a) Standard Documentation: General user guides and automation logic templates which remain the property of Constant Motion Resiliency and may be shared with other clients.
(b) Custom Documentation: Specific workflows and process maps unique to the Client’s internal operations. These are exclusive to the Client and will not be shared with third parties.
3.5. Deliverables: Upon full payment, you are granted a non-exclusive, perpetual license to use the specific automation workflows and custom documentation created for your business for your internal business operations.
3.6. Restrictions: You may not resell, sublicense, or distribute the automation logic or training materials provided by us to third parties without express written consent.
4. Data Protection & Access
4.1. Both parties shall comply with the UK GDPR and the Data Protection Act 2018.
4.2 Access & Confidentiality: To perform the Services, the Client shall provide the necessary access to their technical systems. The Client is responsible for managing these permissions and ensuring their software licenses are active.
(a) Mutual Confidentiality: In the absence of a separate agreement, both parties agree to maintain the strict confidentiality of any proprietary information, data, or processes shared during the engagement. We will use such access solely for the purpose of the agreed services.
(b) Supplemental Agreements: If the Client requires the Consultant to sign a specific Non-Disclosure Agreement (NDA) or Data Processing Agreement (DPA), the terms of that specific agreement shall supplement and, in the event of a conflict, take precedence over this Clause 4.2.
4.3. Backups: While we implement resilient systems, you remain responsible for the regular backup of your data. We do not provide long-term data storage or backup services for Client data. Any draft versions of workflows held by us during development are for convenience only and may be deleted following project sign-off.
5. Limitation of Liability
5.1 Handover & Responsibility: Upon project completion and training, full responsibility for the operation, error-monitoring, and maintenance of the automation shifts to the Client. As the Client will be trained and provided with documentation, they are responsible for resolving routine issues.
5.2 Liability for Errors: While we provide high-quality builds, we are not liable for system failures caused by third-party provider updates (e.g., API changes), Client-side data errors, or modifications to the logic by the Client. Any intervention required to fix such issues will be billed at our standard hourly rate.
5.3 Ongoing Support: Any support requested post-handover is subject to a separate monthly subscription or our standard hourly rates. Where "Support Credits" or hours are purchased in advance, the validity period and terms of use for such hours shall be as specified in the relevant Statement of Work or Support Agreement.
5.4 Cap on Liability: To the maximum extent permitted by English law, our total liability for any claim arising out of these Terms shall not exceed the total amount paid by you for the specific service giving rise to the claim.
6. Cancellation and Termination
6.1. Training Sessions: Cancellations made less than 24 hours before a scheduled 2-hour training session may be subject to a 50% cancellation fee.
6.2. Project Termination: Either party may terminate the agreement with 7 days' written notice. You will be invoiced for all work completed up to the date of termination.
7. Governing Law
7.1. These Terms are governed by the laws of England and Wales. Any disputes shall be subject to the exclusive jurisdiction of the courts of London.