Terms & Conditions

Version 2.1 | Last updated April 2026

These terms and conditions (‘Terms’) govern all IT services, goods, and related products provided by Star IT Ltd (‘Star IT’, ‘we’, ‘us’, ‘our’) to our clients (‘you’, ‘your’, ‘Customer’). By engaging our services or accepting a Quote, you agree to be bound by these Terms. Where a separate written agreement or Service Level Agreement exists, that document takes precedence over these Terms in the event of any conflict.

1. Definitions

In these Terms, the following definitions apply:

Agreement	The contract between Star IT and the Customer for the supply of Goods and/or Services, comprising the Quote (if any) and these Terms.
Business Hours	Monday to Friday, 09:00–17:30, excluding English public holidays.
Credentials	Usernames, passwords, API keys, licence keys, certificates, or any other access information held or managed by Star IT on your behalf.
Customer Data	Any data, information, or content provided by or on behalf of the Customer to Star IT in connection with the Services.
Force Majeure Event	Any event beyond a party’s reasonable control, including acts of God, war, terrorism, pandemic, strike, flooding, fire, or failure of third party networks or utilities.
Goods	Any hardware, software, or physical products supplied by Star IT under the Agreement.
Intellectual Property Rights	All copyright, database rights, design rights, trademarks, patents, domain names and any other intellectual property rights, whether registered or unregistered.
Quote	A written or emailed document issued by Star IT setting out the Goods and/or Services to be provided and the applicable fees.
Services	Any IT support, consultancy, configuration, installation, maintenance, managed services, or other work provided by Star IT.
SLA	A separate Service Level Agreement agreed in writing between the parties, if applicable.
Third Party Services	Software, platforms, or services procured on your behalf from third party suppliers, including but not limited to Microsoft, Google, Cloudflare, and services sourced through Star IT’s distribution partners.

2. Basis of Agreement

These Terms apply to all Agreements between Star IT and the Customer and take precedence over any terms the Customer may seek to impose or incorporate, or which are implied by trade, custom, or course of dealing.

A Quote issued by Star IT does not constitute an offer and is valid for 14 days from the date of issue unless expressly withdrawn earlier. We reserve the right to withdraw or amend a Quote at any time before it has been accepted. A binding Agreement comes into existence on the earlier of: (a) Star IT providing written confirmation of an accepted Order; or (b) commencement of the provision of the relevant Goods or Services.

The Customer is responsible for ensuring that any Order and applicable specifications are complete and accurate before the Agreement commences. If you wish to amend the scope of any agreed Services, please notify us in writing as soon as possible. We will use reasonable endeavours to accommodate the change and any additional costs will be agreed in writing and added to the fees.

Any typographical, clerical, or other error or omission in any quotation, invoice, or other document issued by Star IT shall be subject to correction without liability on our part.

3. Services

3.1 What We Provide

We provide managed IT services, on-demand support, and related professional services as agreed. Services may include:

Remote and on-site IT support and troubleshooting
Network design, installation, and management
Server and infrastructure management
Cloud services administration (Microsoft 365, Google Workspace, and others)
Cybersecurity advisory, monitoring, and implementation
Backup and disaster recovery planning and management
Hardware and software procurement and deployment
Telecommunications and VoIP services
Web hosting, domain management, and DNS administration
IT consultancy and project management

3.2 What Is Excluded

Unless specifically agreed in writing, our Services do not include:

Support for hardware or software that is end-of-life or no longer supported by the manufacturer
Repair of damage caused by misuse, accident, or third party interference without our prior knowledge
Legal, financial, regulatory, or compliance advice
Any work outside the scope of a fixed-price Quote without prior written authorisation

3.3 Subcontracting

We may engage trusted third party contractors or specialists to assist in delivering Services. We remain responsible for their work under these Terms.

4. Goods

4.1 Supply

Where Star IT supplies hardware or other physical goods, these will be described in the relevant Quote. Any delivery dates quoted are estimates only and time is not of the essence. We shall not be liable for delays caused by third party suppliers, Force Majeure Events, or the Customer’s failure to provide adequate instructions.

4.2 Title and Risk

Risk in Goods passes to the Customer on completion of delivery. Title to Goods does not pass until Star IT has received payment in full for all outstanding amounts. Until title passes, the Customer must: hold the Goods on a fiduciary basis as bailee for Star IT; store them separately and not remove or deface any identifying marks; keep them in satisfactory condition and insure them for their full price; and not dispose of or encumber them in any way. Without limiting any other right or remedy, Star IT may at any time require the Customer to deliver up the Goods and, if the Customer fails to do so promptly, may enter any premises where the Goods are stored to recover them.

4.3 Inspection, Acceptance & Warranty

You must inspect the Goods on delivery or collection. If you identify any damages or shortages, you must inform us in writing within 14 days of delivery with full details. Acceptance of the Goods will be deemed to have occurred within 5 business days of delivery if no such notice is received. You bear the risk and cost of returning any Goods. Goods supplied by Star IT are warranted to conform in all material respects with their specification at the time of delivery for such period as is set out in the relevant Quote. Where goods are sourced from a third party manufacturer, we will use reasonable endeavours to pass through any applicable manufacturer warranty to you. This warranty does not apply where a defect arises from misuse, accidental damage, unauthorised modification, fair wear and tear, or failure to follow our instructions. If warranty is established, we will at our discretion repair, replace, or refund the Goods in accordance with the manufacturer’s warranty terms.

4.4 Returns

Where we agree to accept the return of Goods that are not faulty (for example, ordered in error or no longer required), we reserve the right to apply a handling and restocking charge of up to 25% of the original price. Returns will only be accepted with our prior written approval. A returns reference must be obtained before returning any Goods, and items must be returned in their original, undamaged manufacturer’s packaging complete with all accessories, manuals, and documentation.

4.5 WEEE

Following transfer of title, the Customer is responsible for the lawful disposal of any waste electrical and electronic equipment in accordance with the Waste Electrical and Electronic Equipment Regulations 2006.

5. Your Responsibilities

To enable us to deliver Services effectively, you agree to:

Provide accurate and timely information about your systems, environment, and requirements
Ensure we have appropriate access to your premises, systems, and personnel when required
Maintain valid software licences for all software in use within your organisation — you are solely responsible for licence compliance
Act promptly on reasonable security recommendations made by us — where you choose not to follow our recommendations, we accept no liability for any resulting incidents
Notify us promptly of any changes to your IT environment that may affect the Services we provide
Maintain adequate and tested backups of all data — we can assist with backup solutions but you remain ultimately responsible for ensuring backups are in place and working
Not use any services, systems, or infrastructure we manage for unlawful purposes or in a manner likely to cause harm to third parties
Designate an appropriate point of contact within your organisation for IT matters

If our performance of any obligation is prevented or delayed by your act or omission, we shall not be liable for any resulting costs or losses, and you shall reimburse us for any reasonable additional costs we incur as a direct result.

During the term of any Agreement and for a period of 12 months following its termination, you agree not to directly or indirectly solicit, employ, or engage any employee or subcontractor of Star IT who has been involved in delivering Services to you, without our prior written consent. This clause does not prevent you from engaging someone who responds to a general public advertisement not specifically targeted at Star IT staff.

6. Charges & Payment

6.1 Fees

Our fees are based on our current rate card, a fixed price agreed in advance, or a managed service fee set out in a separate agreement. Rates are available on request and may be reviewed periodically with reasonable notice.

6.2 Invoicing

For pay-as-you-go clients, invoices are issued at the beginning of each calendar month for all work carried out during the previous month. For managed service clients, invoices are issued monthly in advance. Fixed-price project work is invoiced as agreed in the relevant Quote.

6.3 Payment Terms

Payment is due within 30 days of the invoice date unless otherwise agreed in writing. Time for payment is of the essence of the Contract. All payments must be made in British Pounds Sterling. We reserve the right to:

Charge interest on overdue amounts at the Bank of England base lending rate from time to time in force, accruing daily from the due date until payment is received in full, without limiting any other right or remedy we have for statutory interest
Suspend Services and cancel future scheduled work where invoices remain unpaid beyond payment terms, following reasonable written notice
Recover reasonable debt collection costs for persistently overdue accounts

All payments must be made in full without any deduction, withholding, set-off, or counterclaim. Receipts for payment will be issued only on request.

6.4 Price Changes

Our rates are reviewed periodically. We will provide at least 30 days’ written notice of any changes to our standard rates. As all services are provided on a 30-day rolling basis, you are free to discontinue services if the revised rates are not acceptable to you.

Please note that this notice period does not apply to third party services resold by Star IT on your behalf, including but not limited to Microsoft 365, backup solutions, security platforms, and other vendor subscriptions. These are subject to the pricing and terms of the relevant supplier. Where a third party supplier increases their prices, we will pass on reasonable notice to you as soon as we are informed, which may be less than 30 days where the supplier themselves provides limited notice.

6.5 Disputed Invoices

If you believe an invoice is incorrect, please notify us within 10 days of the invoice date with full details. Undisputed portions remain payable by the due date.

6.6 Third Party Costs

Third party costs incurred on your behalf will be passed on at cost plus our standard margin, unless a fixed price has been agreed. We may require payment in advance for significant third party expenditure.

7. Credentials & Data Handling

7.1 Storage & Security

In the course of providing Services, we may hold Credentials and configuration data relating to your systems. All Credentials are stored in an encrypted, locally-held password vault. Credential databases are encrypted at rest using industry-standard encryption. Our credential store is backed up to UK-based data centres using encrypted transmission and encrypted storage, ensuring your data is both secure and resilient. We do not use third party cloud-based credential management platforms, ensuring your data is never handled by unknown or frequently-changing third party providers. Access is restricted to Star IT staff directly involved in supporting your account. We will never share your Credentials with third parties without your explicit written consent, except where required by law.

7.2 Access

We will only access your systems with your knowledge and consent. All remote access sessions are logged. Remote access is conducted using professional-grade tooling over encrypted connections.

7.3 Ownership & Return

All Credentials and data remain your property at all times. On termination of our engagement, or on written request, we will securely delete or return all Credentials and data held on your behalf within 14 days and confirm deletion in writing if requested.

8. Data Protection

8.1 General

Both parties agree to comply with applicable data protection legislation, including the UK GDPR and the Data Protection Act 2018.

8.2 Our Role

Where we process personal data on your behalf in the course of delivering Services, we act as a data processor and you act as the data controller. We will:

Only process personal data in accordance with your documented instructions
Not use personal data for any purpose other than delivering the agreed Services
Maintain appropriate technical and organisational measures to protect personal data against unauthorised access, loss, or disclosure
Notify you without undue delay if we become aware of a personal data breach affecting your data
Assist you in meeting your obligations as data controller, including supporting subject access requests where relevant
Not transfer personal data outside the UK or EEA without appropriate safeguards in place

8.3 Data Contact & Complaints

For any enquiries or complaints regarding data privacy, or to exercise any of your rights as a data subject (including subject access requests, rectification, erasure, or portability), please contact us at helpdesk@starit.co.uk. You also have the right to lodge a complaint with the Information Commissioner’s Office (ICO), the supervisory authority for data protection in England and Wales, at ico.org.uk.

8.4 Data Processing Agreement

A formal Data Processing Agreement (DPA) is available on request and may be required for certain regulated sectors or where specifically requested.

9. Confidentiality

Each party agrees to keep confidential all information obtained from the other party that is proprietary or reasonably considered confidential, and not to disclose it to any third party without prior written consent, except where required by law or regulation, or to employees and contractors who need to know it for the purposes of this engagement and are bound by equivalent obligations.

This obligation survives termination for a period of 3 years, or indefinitely in the case of personal data and Credentials.

10. Intellectual Property

10.1 Pre-existing IP

Each party retains ownership of any intellectual property it brings to the engagement. Nothing in these Terms transfers ownership of pre-existing IP.

10.2 Work Product

Unless otherwise agreed in writing, any scripts, tools, configurations, documentation, or other work product created by Star IT in the course of delivering Services remains the intellectual property of Star IT. We grant you a non-exclusive, non-transferable licence to use such work product for your own internal business purposes for as long as you remain a client.

10.3 Bespoke Development

Where bespoke development or custom tooling is specifically commissioned and paid for by you, ownership of the resulting work product will be set out in the relevant Quote or statement of work.

10.4 Marketing

By entering into an Agreement with us, you grant Star IT a non-exclusive licence to display your company name and logo on our website and in marketing materials as a client reference. If you would prefer us not to do so, please notify us in writing and we will act promptly on your request.

11. Third Party Services & Software

We frequently procure and manage Third Party Services on your behalf, including but not limited to Microsoft 365, Google Workspace, Cloudflare, and various security and backup platforms.

Third Party Services are subject to the terms and conditions of the relevant supplier — we will make these available on request
We act as a reseller or managing agent and are not responsible for the availability, performance, or actions of third party platforms
You are responsible for ensuring you are appropriately licensed for all software in use within your organisation
We will use reasonable endeavours to notify you of upcoming renewals, price changes, or end-of-life notices from third party suppliers, but cannot guarantee advance notice in all cases
Cancellation of third party subscriptions may be subject to the supplier’s own notice periods and cancellation terms
You authorise Star IT to enter into agreements with third party suppliers on your behalf solely for the purpose of delivering the agreed Services

12. Service Levels & Response Times

Unless a formal SLA has been agreed separately in writing, we will use reasonable endeavours to respond to support requests during Business Hours in accordance with the following guidelines:

Priority	Description	Target Response	Target Resolution
P1 – Critical	Complete outage or security incident affecting all users	1 Business Hour	4 Business Hours
P2 – High	Significant issue affecting multiple users or core business functions	2 Business Hours	8 Business Hours
P3 – Medium	Issue affecting a single user or non-critical system	4 Business Hours	Next Business Day
P4 – Low	General queries, minor issues, or planned work	Next Business Day	Agreed with client

These are target times only and do not constitute a guarantee. Out-of-hours emergency support is available by prior arrangement and may be subject to additional charges.

13. Limitation of Liability

13.1 Cap on Liability

To the fullest extent permitted by law, our total aggregate liability arising out of or in connection with these Terms or any Services provided, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the total fees paid by you to Star IT in the 6 months immediately preceding the event giving rise to the claim. Where liability arises in respect of Goods not delivered, our liability is further limited to the reasonable cost of obtaining replacement goods of similar description and quality in the cheapest available market, less the agreed price of the Goods.

13.2 Excluded Losses

We shall not be liable for any indirect, consequential, special, or punitive loss; loss of profits, revenue, business opportunity, or anticipated savings; loss or corruption of data except where caused directly by our negligence and where adequate backups were not available due to our failure; or any loss arising from your failure to follow our reasonable recommendations, or from the acts or omissions of third party suppliers.

13.3 Exceptions

Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.

13.4 Backups

We strongly recommend maintaining up-to-date, tested backups of all data at all times. Where Star IT is engaged to manage a backup solution on your behalf, we will use reasonable endeavours to ensure it operates correctly and will notify you of any failures we become aware of. However, we cannot guarantee complete recovery in all circumstances, and you remain responsible for satisfying yourself that the backup solution in place meets your business continuity requirements. Where no backup solution is managed by Star IT, you are solely responsible for ensuring adequate provisions are in place.

13.5 Customer Indemnity

You shall indemnify Star IT against all reasonable liabilities, costs, and losses arising out of or in connection with your instructions, specifications, or your use of the Services in breach of these Terms or applicable law.

14. Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations to the extent caused by a Force Majeure Event, including but not limited to: industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action, pandemic, or failure of third party networks or utilities. The affected party shall notify the other as soon as reasonably practicable and shall use reasonable endeavours to mitigate the effect. If a Force Majeure Event prevents performance for more than 30 consecutive days, either party may terminate the Agreement on 14 days’ written notice without liability, except in respect of amounts already due.

15. Term & Termination

15.1 Term

Unless otherwise agreed, this Agreement has no fixed term and continues until terminated by either party in accordance with these Terms.

15.2 Termination for Convenience

Either party may terminate the Agreement by giving 30 days’ written notice. All outstanding invoices remain payable on termination.

15.3 Termination for Cause

Either party may terminate immediately on written notice if the other materially breaches these Terms and fails to remedy the breach within 14 days of written notice; becomes insolvent, enters administration, or is wound up; or fails to pay any sum due after reasonable notice.

15.4 Consequences of Termination

On termination: all outstanding invoices become immediately payable; we will cease providing Services; we will securely return or delete your Credentials and Customer Data within 14 days of a written request once all outstanding fees are settled; and provisions intended to survive termination (including confidentiality, liability, and data protection obligations) shall continue in full force.

16. Suspension & Termination for Non-Payment

16.1 Overdue Accounts

Where any invoice remains unpaid beyond its due date, Star IT will follow the escalation process set out in this section. The timescales below run from the original invoice due date.

16.2 Escalation Timeline

14 days overdue: Written notice issued to the Client’s registered contact requesting payment and warning that services may be suspended if payment is not received.
30 days overdue: Star IT may suspend any or all services provided under the Agreement, including third party services resold on the Client’s behalf (such as Microsoft 365, backup solutions, security platforms, hosted services, and domain registrations), with no less than 7 days’ prior written notice of the intended suspension date.
60 days overdue: Star IT may terminate the Agreement and all associated services entirely, including cancelling any third party subscriptions, licences, or services procured on the Client’s behalf, with no less than 7 days’ prior written notice of the intended termination date.
At any stage: Where Star IT reasonably believes the Client has ceased trading, become insolvent, or is otherwise unreachable despite reasonable attempts to make contact over a period of 30 days, Star IT may treat the Agreement as abandoned and proceed directly to termination and cancellation of all services without further notice.

16.3 Liability for Consequences of Suspension or Termination

The Client acknowledges and agrees that:

Star IT shall have no liability whatsoever for any loss of data, loss of access, service interruption, business disruption, reputational damage, or any other direct, indirect, or consequential loss arising from the suspension or termination of services under this section, where such suspension or termination results from the Client’s failure to pay.
It is the Client’s sole responsibility to ensure that adequate and current backups of all data exist at all times, and to retrieve any data held within third party services before any suspension or termination takes effect.
Following the issue of a suspension or termination notice, the Client will have the period specified in that notice to retrieve any data held within affected services. Star IT will use reasonable endeavours to assist with data retrieval during this period but is not obligated to fund continued access to third party services for this purpose.
For certain third party services (including but not limited to domain names, Microsoft 365 tenants, and hosted platforms), Star IT may have no ability to reinstate the service once cancelled, even if full payment is subsequently made. Star IT accepts no liability for any loss arising from such permanent cancellation.
Star IT is not obligated to continue funding, renewing, or maintaining any third party service, subscription, or licence on the Client’s behalf where invoices relating to those services remain unpaid.

16.4 Reinstatement

Reinstatement of suspended services is at Star IT’s sole discretion and is subject to: payment in full of all outstanding invoices and any accrued interest; payment of any reinstatement costs incurred by Star IT, including any charges levied by third party suppliers to restore cancelled services; and execution of a new or updated Agreement if Star IT reasonably requires one. Star IT cannot guarantee that suspended or cancelled third party services can be reinstated, and accepts no liability where reinstatement is not possible.

16.5 Lien Over Data and Materials

Star IT reserves the right to exercise a lien over any data, configurations, documentation, or other materials held on the Client’s behalf until all outstanding invoices and associated costs have been paid in full. This includes but is not limited to: system configurations, backed-up data, domain transfer authorisation codes, and any other materials or access credentials held by Star IT in connection with the provision of services. Star IT will not unreasonably withhold access to materials once payment has been confirmed.

16.6 Attempts to Contact

For the purposes of this section, Star IT will be deemed to have made reasonable attempts to contact the Client if it has sent written notices to the Client’s last known email address and postal address on at least two separate occasions over a period of no less than 14 days without receiving a substantive response. Star IT is not required to make further attempts beyond this before proceeding with suspension or termination.

17. General

17.1 Governing Law

These Terms and any disputes arising out of or in connection with them are governed by the laws of England and Wales. The parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales.

17.2 Entire Agreement

These Terms, together with any applicable Quote or SLA, constitute the entire agreement between the parties and supersede all previous agreements, understandings, and representations.

17.3 Variation

Star IT reserves the right to update these Terms from time to time. We will provide reasonable written notice of any material changes. Continued use of our services following such notice will be deemed acceptance of the updated Terms.

17.4 Assignment

Neither party may assign, transfer, or subcontract its rights or obligations under this Agreement without the prior written consent of the other party.

17.5 No Partnership

Nothing in these Terms creates a partnership, joint venture, or agency relationship between the parties.

17.6 Third Party Rights

The Contracts (Rights of Third Parties) Act 1999 shall not apply to these Terms. No third party shall have any right to enforce or rely on any provision of these Terms.

17.7 Waiver & Severability

Failure to enforce any provision shall not constitute a waiver of that provision. If any provision is found invalid or unenforceable, the remaining provisions shall continue in full force.

17.8 Notices

Notices under these Terms must be in writing and signed by or on behalf of the party giving notice. Notices to Star IT should be sent to hello@starit.co.uk or to Unit 31, Stephenson Road, St Ives, PE27 3WJ. Notices are deemed received: when delivered by hand during normal business hours; when sent by email on receipt of a successful transmission confirmation (or if outside business hours, the next Business Day); on the second Business Day after posting by first-class post; and on the tenth Business Day if sent by airmail. All notices must be addressed to the most recent address or email address notified by the relevant party.

Star IT Ltd | Registered in England & Wales | Company No. 06779811 | Unit 31, Stephenson Road, St Ives, PE27 3WJ | hello@starit.co.uk