Terms and Conditions | Square Peg IT

Square Peg London – Terms and Conditions of Service

Last updated: Jan 2026

These Terms and Conditions ("Terms") apply to all services supplied by Mitesh Panchawalla trading as Square Peg London ("Square Peg", "we", "us", "our") to business customers ("Customer", "you").

These Terms apply to business-to-business supply only. If you are a consumer, please do not order Services from us using these Terms and contact us for appropriate consumer terms.

1. Structure of the Agreement

1.1 The Agreement between Square Peg and the Customer consists of the following documents, in order of priority:

(a) any Commercial Schedule, proposal, quotation, statement of work, onboarding form, order confirmation, or service schedule issued by Square Peg;

(b) these Terms and Conditions;

(c) any applicable Service Schedule(s) (for example: IT Support, Internet Connectivity, VoIP/Cloud Telephony, Facilities Management, Hardware); and

(d) our Price List and policies (including Acceptable Use Policy and Support Policy) as updated from time to time.

1.2 If there is any conflict between documents forming the Agreement, the document higher in the list at clause 1.1 shall prevail.

1.3 No purchase order, supplier terms, or other terms submitted by the Customer shall apply unless expressly agreed in writing by Square Peg.

2. Definitions and Interpretation

2.1 In these Terms, the following definitions apply:

• "Charges" means all fees payable for Services, subscriptions, licences, labour, call-outs, projects, Hardware, and any other amounts payable under the Agreement.

• "Commencement Date" means the date Services first start, or the date stated in the relevant Commercial Schedule.

• "Confidential Information" means all non-public information disclosed by one party to the other in connection with the Agreement (including business, pricing, systems, credentials, and personal data).

• "Hardware" means equipment supplied, installed, configured or provided by Square Peg (including routers, switches, access points, firewalls, handsets, endpoints and accessories).

• "Minimum Term" means the minimum service period stated in the Commercial Schedule (or if none, 12 months from the Commencement Date for recurring Services).

• "Services" means the services provided by Square Peg as described in the Commercial Schedule and/or Service Schedules, including IT Support, Internet Connectivity, VoIP/Cloud Telephony, Cloud/Hosting, Hardware supply, and Facilities Management.

• "Working Day" means Monday to Friday, excluding UK public holidays, during 09:30 to 17:00 unless otherwise agreed.

2.2 Headings are for convenience only and do not affect interpretation. Words in the singular include the plural and vice versa.

3. Commencement, Term and Renewal

3.1 The Agreement starts on the Commencement Date and continues for the Minimum Term.

3.2 Unless otherwise stated in writing, recurring Services renew automatically for successive 12-month periods (each a "Renewal Period").

3.3 The Customer must provide notice to terminate in accordance with clause 16 (Termination).

3.4 Square Peg may require the Customer to re-confirm scope, pricing, and dependencies at renewal to reflect changes in environment, supplier terms, or risk.

4. Supply of Services

4.1 Square Peg shall provide the Services with reasonable skill and care, consistent with a competent provider of IT, connectivity and facilities services.

4.2 The Customer acknowledges that many Services rely on third-party networks, platforms, carriers, utilities, landlords, and suppliers outside Square Peg’s control.

4.3 Unless expressly agreed in writing, timescales and delivery dates are estimates and not of the essence.

4.4 Square Peg may change how it delivers Services, provided any change does not materially reduce the core service deliverables.

4.5 Square Peg may refuse or pause work where doing so is necessary for safety, compliance, or where required information/access has not been provided.

5. Customer Obligations

5.1 The Customer shall:

(a) provide Square Peg with timely access to premises, systems, accounts, credentials, documentation, and decision-makers;

(b) ensure all information supplied is accurate and complete;

(c) maintain a safe working environment and comply with all site rules, health and safety requirements, and landlord/building management requirements;

(d) maintain adequate backups and business continuity arrangements unless Square Peg is contracted to provide them;

(e) comply with all applicable laws and regulatory requirements (including data protection and telecoms rules); and

(f) not use the Services unlawfully, fraudulently, or in a way that degrades networks or services for others.

5.2 The Customer is responsible for all usage of Services by its staff, contractors and Users and for keeping credentials secure.

5.3 The Customer must notify Square Peg promptly of suspected security incidents, fraud, credential compromise, lost/stolen devices, or misuse.

6. IT Support and Managed Services

6.1 Scope, inclusions, exclusions, and any service levels are as set out in the relevant Service Schedule or Commercial Schedule.

6.2 Response times are targets unless expressly stated as guaranteed. Performance may be affected by severity, third-party issues, access delays, or environment constraints.

6.3 The Customer shall keep supported systems within vendor-supported versions where reasonably practicable. Out-of-support systems may be excluded or supported on a best-efforts basis.

7. Internet Connectivity Services

7.1 Connectivity services depend on third-party carriers and infrastructure. Speeds, latency, contention, and uptime are subject to network conditions and cannot be guaranteed unless a written SLA is provided by the underlying carrier and passed through to the Customer.

7.2 Any quoted install dates are estimates. Delays may arise due to carrier scheduling, wayleaves, building access, civils works, or landlord permissions.

7.3 The Customer is responsible for ensuring internal cabling, power, and rack/space readiness unless Square Peg is contracted to provide these.

8. VoIP and Cloud Telephony Services

8.1 VoIP services depend on internet connectivity and third-party networks. Call quality and availability may be affected by bandwidth, congestion, configuration, and external factors.

8.2 Emergency calling: VoIP may not function during power or internet outages. The Customer must maintain an alternative method for emergency calling.

8.3 Where number porting is requested, the Customer warrants it has authority to port and will cooperate with required processes. Porting timescales are controlled by third parties and may involve service interruption.

8.4 Fraud and toll abuse: The Customer is responsible for securing accounts (including MFA where available) and promptly reporting suspected fraud. Charges arising from account compromise or unauthorised use remain payable unless caused by Square Peg’s proven negligence.

9. Facilities Management (FM) Services

9.1 FM services may include reactive works, planned maintenance, inspections, minor works, contractor management and project coordination.

9.2 Where Square Peg arranges third-party contractors, Square Peg acts as agent unless expressly stated otherwise. Third-party contractor warranties and liabilities may apply.

9.3 The Customer must ensure relevant permits, landlord approvals, and access arrangements are in place.

10. Charges, Invoicing and Payment

10.1 Charges are as stated in the Commercial Schedule, proposal or quotation. If not stated, Charges are as per Square Peg’s then-current Price List.

10.2 Invoices are payable within 14 days of the invoice date unless otherwise agreed in writing.

10.3 Payments shall be made without set-off, deduction, or withholding except as required by law.

10.4 Square Peg may require payment by Direct Debit or payment in advance for certain work, projects, Hardware or higher-risk engagements.

10.5 Where the Customer requests changes, additional works, or out-of-scope services, Square Peg may charge additional fees at its standard rates.

11. Late Payment, Interest and Debt Recovery

11.1 If any amount is overdue, Square Peg may (without prejudice to any other rights):

(a) charge statutory interest under the Late Payment of Commercial Debts (Interest) Act 1998 at 8% above the Bank of England base rate, accruing daily;

(b) claim statutory fixed compensation for late payment: £40 (up to £999.99), £70 (£1,000 to £9,999.99), or £100 (£10,000 and above);

(d) suspend Services (in whole or part) until all overdue sums are paid.

11.2 Suspension does not relieve the Customer of its obligation to pay Charges during the suspension period for recurring Services, nor does it extend the Minimum Term.

11.3 Square Peg may require reactivation fees or reasonable admin fees for reinstating Services following suspension.

12. Price Increases and Uplifts

12.1 Square Peg may increase recurring Charges once per year by the Retail Prices Index (RPI) or Consumer Prices Index (CPI) (or a comparable replacement index) for the relevant period.

12.2 Square Peg may also increase Charges at any time to reflect increases imposed by third parties (including carriers, software vendors, utilities, wholesalers), regulatory changes, or material cost increases directly affecting delivery.

12.3 Where reasonably practicable, Square Peg will provide at least 30 days’ written notice of price changes.

13. Hardware, Title and Risk

13.1 Title to Hardware remains with Square Peg until paid for in full.

13.2 Risk passes to the Customer on delivery (or installation where Square Peg installs).

13.3 Hardware supplied on a loan, rental, or bundled basis must be returned on termination unless purchased outright.

13.4 The Customer is responsible for loss, theft or damage (fair wear and tear excepted). Square Peg may invoice replacement costs for unreturned or damaged items.

13.5 Manufacturer warranties apply where available. Square Peg does not provide additional warranties unless expressly agreed.

14. Confidentiality

14.1 Each party shall keep the other’s Confidential Information confidential and shall not disclose it except to the extent necessary to perform the Agreement.

14.2 Confidentiality obligations do not apply to information that is public (other than through breach), already lawfully known, lawfully received from a third party, or required to be disclosed by law or a competent authority.

14.3 Confidentiality obligations survive termination for five (5) years.

15. Data Protection

15.1 Each party shall comply with applicable data protection law, including the UK GDPR and the Data Protection Act 2018.

15.2 Where Square Peg processes personal data on the Customer’s behalf, the parties shall put in place appropriate controller/processor terms where required.

15.3 The Customer is responsible for ensuring it has lawful basis to provide personal data to Square Peg and to instruct Square Peg to process it.

16. Termination

16.1 Termination for convenience: The Customer may terminate recurring Services by giving not less than 90 days’ written notice, such notice to expire no earlier than the end of the Minimum Term or current Renewal Period.

16.2 Square Peg may terminate by giving 30 days’ written notice, or immediately where required by law or where the Customer is in material breach.

16.3 Termination for breach: Either party may terminate if the other commits a material breach and fails to remedy within 30 days of written notice (where the breach is capable of remedy).

16.4 Early termination: If the Customer terminates during the Minimum Term (or attempts to), Square Peg may invoice early termination charges equal to:

(a) 100% of remaining fixed recurring Charges for the remainder of the Minimum Term; plus

(b) any committed third-party costs, cancellation fees, or non-recoverable costs incurred to deliver the Services; plus

16.5 On termination: (a) all sums become immediately payable; (b) the Customer must return any Square Peg-owned equipment; and (c) access to services may be removed.

16.6 Termination does not affect rights accrued prior to termination and clauses intended to survive shall survive (including confidentiality, payments, liability limits).

17. Suspension and Maintenance

17.1 Square Peg may suspend Services for maintenance, security, emergency, supplier instruction, or where necessary to protect networks or systems.

17.2 Square Peg will use reasonable endeavours to minimise disruption and to restore Services promptly where within its control.

18. Limitation of Liability

18.1 Square Peg shall not be liable for indirect or consequential loss, including loss of profit, revenue, business, goodwill, anticipated savings, or for loss/corruption of data (except to the extent caused by Square Peg’s proven negligence and not excluded by law).

18.2 Subject to clause 18.3, Square Peg’s total aggregate liability in any 12-month period is limited to the total Charges paid by the Customer to Square Peg in that 12-month period for the affected Services.

18.3 Nothing in the Agreement excludes or limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any liability that cannot be limited by law.

18.4 The Customer is responsible for maintaining adequate insurance appropriate to its business risks.

19. Intellectual Property

19.1 All intellectual property rights in Square Peg materials, documentation, scripts, templates, configurations, and deliverables remain with Square Peg unless expressly agreed otherwise.

19.2 The Customer receives a non-exclusive, non-transferable licence to use deliverables for its internal business purposes only, subject to payment in full.

20. Assignment and Subcontracting

20.1 The Customer may not assign, transfer or novate the Agreement without Square Peg’s prior written consent.

20.2 Square Peg may subcontract or assign performance of Services, provided Square Peg remains responsible for its subcontractors’ acts and omissions in delivering the Services.

21. Force Majeure

21.1 Neither party shall be liable for delay or failure to perform caused by events beyond reasonable control, including carrier outages, supplier failure, utility failure, fire, flood, severe weather, strikes, government action, or similar events.

22. Notices

22.1 Notices must be in writing and delivered by email or post to the contact details stated in the Commercial Schedule or otherwise notified.

22.2 Notices are deemed received: (a) if emailed, when sent (unless bounce-back received); (b) if posted, two Working Days after posting by first class post.

23. Entire Agreement and Variation

23.1 The Agreement constitutes the entire agreement between the parties and supersedes prior discussions.

23.2 Any variation must be agreed in writing by both parties.

24. Governing Law

24.1 The Agreement is governed by the laws of England and Wales and the courts of England and Wales have exclusive jurisdiction.

Business Details

Mitesh Panchawalla

Trading as Square Peg London