Terms of Business - Motion Wave Digital

Last updated: 13/04/2026

These Terms of Business govern the engagement of services provided by Motionwave Ltd (trading as Motion Wave Digital), the payment of invoices, and the use of blog content published on our website. By engaging our services, paying an invoice, or accessing our blog, you agree to be bound by these terms. Where no separate terms of business have been signed, these terms shall apply by default.

Part A — General

Identity, definitions & scope

1. Who We Are

Motionwave Ltd

Trading as: Motion Wave Digital
Registered office: 98 Oldfield Road, Ipswich, Suffolk IP8 3SQ
Company number: 15535218
Data Controller: Connor Whiting
ICO Registration: ZB681923

If you have any questions about these terms, you can contact us at:
Email: connorwhiting@motionwave.co.uk
Postal Address: 98 Oldfield Road, Ipswich, Suffolk, IP8 3SQ

2. Definitions

In these Terms, the following definitions apply:

“Motionwave Ltd”, “we”, “us”, “our” means Motionwave Ltd, a company registered in England and Wales, trading as Motion Wave Digital.
“Client” means the individual, sole trader, partnership, or company that engages Motionwave Ltd for the provision of Services.
“Business Day” means a day (other than a Saturday, Sunday, or public holiday) when banks in London are open for business.
“Services” means the marketing, digital, creative, consultancy, or other professional services to be provided by Motionwave Ltd as set out in a Proposal, Order, or Scope of Work.
“Proposal” means any written quotation, estimate, proposal, or scope of work issued by Motionwave Ltd to the Client.
“Deliverables” means all materials, outputs, documents, designs, content, and other work product created by Motionwave Ltd in the performance of the Services.
“Fees” means the charges for the Services as set out in the Proposal or as otherwise agreed in writing.
“Blog” means the blog, insights, or articles section of Motionwave Ltd’s website.
“Platform” means any online platform, including search engines (e.g. Google), social media sites (e.g. Meta, LinkedIn, TikTok), web hosting providers, and any other digital medium where the Services are applied.
“Ad Spend” means the monetary amount allocated for paid advertising on Platforms, separate from Motionwave Ltd’s service Fees.
“Third Party” means any entity or platform other than Motionwave Ltd or the Client.
“Content” means any material, whether written, graphical, video, audio, or any other form, used in the execution of the Services.
“Third-Party Assets” means any content, including images, video, audio, fonts, icons, software, and other materials owned by a Third Party.
“Intellectual Property Rights” means all patents, copyrights, design rights, trademarks, database rights, trade secrets, and all other intellectual property rights, whether registered or unregistered.

3. Application of Terms

These Terms apply to all services provided by Motionwave Ltd and to all use of Motionwave Ltd’s website and Blog. They form the basis of the contract between Motionwave Ltd and the Client.

Important: Where no separate signed terms of business or contract exists between Motionwave Ltd and the Client, the payment of any invoice issued by Motionwave Ltd shall constitute acceptance of these Terms in full. By paying an invoice, the Client acknowledges they have read, understood, and agree to be bound by these Terms.

In the event of any conflict between these Terms and any specific written agreement signed by both parties, the signed agreement shall take precedence to the extent of that conflict.

These Terms supersede all prior discussions, negotiations, and arrangements (whether written or oral) relating to the subject matter of the engagement. Terms on a Client purchase order, procurement portal, or similar document do not apply unless expressly agreed in writing by a director of Motionwave Ltd.

Part B — Engagement & Services

How we work together

4. Engagement of Services

Motionwave Ltd shall provide the Services as outlined in the relevant Proposal. A Proposal issued by Motionwave Ltd shall not constitute a binding offer and shall be valid for a period of 14 Business Days from its date of issue, unless otherwise stated.

The contract between Motionwave Ltd and the Client shall come into existence when:

The Client provides written acceptance of a Proposal (including by email); or
The Client provides verbal or written instruction for Motionwave Ltd to proceed; or
The Client pays a deposit or invoice relating to the Services.

Motionwave Ltd shall use reasonable care and skill in the performance of the Services, as can be expected from a competent professional in the relevant field.

5. Service Limitations & No Guarantees

While Motionwave Ltd endeavours to provide the highest quality of service, the Client acknowledges the inherent unpredictability of digital platforms, search engine algorithms, social media algorithms, and online trends.

Motionwave Ltd makes no guarantees regarding specific rankings, conversions, traffic volumes, lead volumes, follower growth, engagement rates, or any other specific results. Any estimates, projections, or forecasts provided in a Proposal are indicative only and actual results may vary.

Marketing and digital services are subject to external factors beyond Motionwave Ltd’s control, including but not limited to search engine algorithm changes, platform policy changes, market conditions, competitor activity, and changes in consumer behaviour.

Motionwave Ltd may use automation, AI tools, and third-party data sources in delivering the Services. The Client remains responsible for reviewing and approving all final content and ensuring it meets their legal and brand requirements.

6. Client Obligations

The Client agrees to:

Provide Motionwave Ltd with all necessary information, materials, access, and co-operation required for the proper performance of the Services, in a timely manner
Respond to requests for feedback, approval, or sign-off within 5 Business Days unless otherwise agreed
Ensure that all information and materials provided to Motionwave Ltd are accurate, complete, up to date, and do not infringe the rights of any third party
Obtain any necessary licences, permissions, or consents required for Motionwave Ltd to perform the Services
Nominate a single point of contact with authority to make decisions and provide approvals on behalf of the Client
Maintain open and responsive communication with Motionwave Ltd, and promptly notify Motionwave Ltd of any changes in requirements or circumstances
Keep platform accounts (e.g. Google, Meta, LinkedIn) in good standing and provide accurate business information

Motionwave Ltd shall not be liable for any delay or failure in performance caused by the Client’s failure to comply with its obligations under this section. Delays caused by Client dependencies entitle Motionwave Ltd to reasonable schedule extensions and additional charges where applicable.

7. Respectful Conduct

The Client agrees to engage in a professional and respectful manner with all Motionwave Ltd personnel. Motionwave Ltd reserves the right to terminate the engagement with immediate effect should the Client or any of the Client’s representatives engage in any behaviour deemed abusive, threatening, inappropriate, offensive, or discriminatory towards any member of the Motionwave Ltd team.

8. Service Delivery

Motionwave Ltd shall use reasonable endeavours to meet any timelines, deadlines, or delivery dates set out in the Proposal. However, all such dates are estimates only and time shall not be of the essence for the performance of the Services unless expressly stated in writing.

Motionwave Ltd shall keep the Client informed of progress and shall notify the Client without undue delay of any significant obstacles or likely delays.

Where Services are provided on a retained or ongoing basis (e.g. monthly social media management, SEO, or consultancy), the agreed scope of work shall apply to each period. Any work requested outside the agreed scope shall be treated as additional work under Section 11.

9. Acceptance of Deliverables

A Deliverable shall be deemed accepted on the earliest of:

The Client’s written approval (including by email);
The Deliverable going live, being published, or being used in production; or
7 days after delivery, if the Client has not provided written reasons for rejection that are consistent with the scope set out in the Proposal.

Approval of drafts, designs, pages, content, and other Deliverables constitutes the Client’s final sign-off for publication. The Client acknowledges that Motionwave Ltd does not provide legal review and that all required rights, licences, and permissions for the intended uses are the Client’s responsibility to confirm.

10. Defects Window

Following acceptance under Section 9, Motionwave Ltd will remedy material defects that depart from the accepted Deliverable for a period of 14 days.

Changes or issues outside the agreed scope, or arising from third-party changes, Client content, Client systems, or later Client requests, fall outside the defects window and will be chargeable at Motionwave Ltd’s standard rates under Section 11.

11. Variations & Additional Work

If the Client requests changes to the scope, specification, or Deliverables after the engagement has commenced, or requests work outside the original scope, Motionwave Ltd reserves the right to:

Provide a revised Proposal or quote for the additional work
Adjust timelines and delivery dates accordingly
Charge for additional work at Motionwave Ltd’s prevailing day or hourly rate

No variation shall be binding unless agreed in writing (including by email) by both parties. Motionwave Ltd is not obliged to begin work on a variation until it has been agreed. Where the Client proceeds with additional work before written agreement, the Client shall be deemed to have accepted Motionwave Ltd’s quoted rates for that work.

Any work not expressly included in the Proposal is out of scope and will be priced and scheduled under this section.

Part C — Payment & Fees

Invoicing, payment terms & late payment

12. Fees & Charges

The Fees for the Services shall be as set out in the Proposal or as otherwise agreed in writing between the parties.

All Fees are quoted exclusive of VAT unless expressly stated otherwise. VAT shall be charged at the prevailing rate where applicable.
Motionwave Ltd reserves the right to charge for any reasonable expenses incurred in connection with the provision of the Services (e.g. stock imagery, software licences, paid advertising spend, printing, travel), provided these have been agreed with the Client in advance.
Fees for retained or ongoing services shall be invoiced monthly in advance unless otherwise stated in the Proposal.
Motionwave Ltd reserves the right to review and adjust its Fees from time to time. The Client shall be given at least 30 days’ written notice of any fee increase.

13. Invoicing & Payment

Motionwave Ltd shall invoice the Client in accordance with the payment schedule set out in the Proposal. Where no specific schedule is stated, the following shall apply:

For project-based work: 50% deposit due on commencement, with the balance due on completion or delivery
For retained or ongoing services: invoiced monthly in advance
For ad-hoc or additional work: invoiced on completion

All invoices are payable within 14 days of the date of the invoice, unless otherwise agreed in writing.

Payment shall be made in British Pounds Sterling (GBP) by bank transfer, or such other payment method as Motionwave Ltd may accept. The Client shall not be entitled to withhold, deduct, or set off any amount against sums due to Motionwave Ltd. All sums due shall be paid in full without deduction or set-off.

If the Client disputes an invoice, it must notify Motionwave Ltd in writing within 7 days of the invoice date with reasonable details. Undisputed amounts remain payable by the due date.

Reminder: Payment of an invoice constitutes acceptance of these Terms of Business where no separate signed agreement exists.

14. Late Payment

If the Client fails to make any payment by the due date, Motionwave Ltd reserves the right to:

Charge interest on the overdue amount at the statutory rate prescribed by the Late Payment of Commercial Debts (Interest) Act 1998, accruing daily from the due date until payment is received in full
Claim reasonable debt recovery costs as permitted under the said Act
Suspend or cease the provision of Services until all outstanding amounts are paid in full
Withhold or revoke access to any Deliverables, accounts, platforms, or materials until payment is received
Terminate the engagement in accordance with Section 23

Motionwave Ltd shall notify the Client in writing before exercising any of the above rights, except where suspension is necessary to protect Motionwave Ltd’s interests.

The Client will be responsible for any costs incurred by Motionwave Ltd in the collection of late payments, including but not limited to legal fees and collection agency fees.

15. Ad Spend & Third-Party Charges

Ad Spend, media costs, platform fees, domain registrations, hosting charges, software licences, stock imagery, and any other third-party fees are payable by the Client in addition to Motionwave Ltd’s service Fees.

Where the Client authorises Motionwave Ltd to manage advertising accounts or place spend on the Client’s behalf, the Client acknowledges that:

All Ad Spend is the Client’s financial responsibility and is separate from Motionwave Ltd’s Fees
The Client authorises Motionwave Ltd to operate accounts and place spend as instructed
The Client accepts the risk of click fraud and invalid activity. Motionwave Ltd will use reasonable endeavours to flag or submit claims but is not liable for unrecovered spend or platform decisions
Where Motionwave Ltd pays third-party charges on behalf of the Client, the Client shall reimburse Motionwave Ltd in full within the payment terms set out in Section 13

Part D — Legal & Commercial

IP, liability, platforms, termination & data

16. Intellectual Property

All Intellectual Property Rights in the Deliverables created by Motionwave Ltd in the course of providing the Services shall remain the property of Motionwave Ltd until full payment has been received for the relevant Services.

Upon receipt of full payment, Motionwave Ltd shall grant the Client a non-exclusive, perpetual licence to use the Deliverables for the purposes for which they were created, unless a full assignment of Intellectual Property Rights has been expressly agreed in writing.

Motionwave Ltd is not obliged to publish, deploy, or transfer Deliverables to live environments until all due Fees for the relevant Deliverables are paid in full.

The Client warrants that all materials provided to Motionwave Ltd (including logos, images, text, and data) do not infringe the Intellectual Property Rights of any third party. The Client shall indemnify Motionwave Ltd against any claims arising from a breach of this warranty.
Motionwave Ltd retains the right to use and display any work created for the Client as part of Motionwave Ltd’s portfolio, marketing materials, case studies, and website, unless otherwise agreed in writing.
Any pre-existing Intellectual Property Rights belonging to either party shall remain the property of that party.
If Motionwave Ltd incorporates Third-Party Assets in any Deliverable (including stock images, fonts, or software), the rights to those materials remain with their respective owners. The Client may be bound by additional licence terms related to such Third-Party Assets and is responsible for compliance with those terms.

Client-Supplied Materials: Motionwave Ltd accepts no responsibility or liability for any copyright infringement, licensing violations, or breaches of Intellectual Property Rights arising from materials, content, images, fonts, music, video, software, or any other products or assets provided by the Client. It is the Client’s sole responsibility to ensure that all materials supplied to Motionwave Ltd are properly licensed, lawfully obtained, and cleared for the intended use. Where the Client instructs Motionwave Ltd to use specific materials, the Client warrants that they hold all necessary rights, licences, and permissions to do so. The Client shall indemnify and hold harmless Motionwave Ltd against any and all claims, damages, losses, costs, and expenses (including legal fees) arising from or in connection with any infringement or alleged infringement of third-party Intellectual Property Rights in respect of client-supplied materials.

Client-Owned Assets Managed by Motionwave Ltd: Where Motionwave Ltd manages, administers, or publishes content on assets owned by or registered to the Client — including but not limited to social media accounts, websites, email marketing platforms, advertising accounts, CMS platforms, and any other digital channels — the Client retains full ownership of and responsibility for those assets. Any content already present on those assets prior to Motionwave Ltd’s engagement, or any content uploaded, approved, or instructed by the Client, remains the Client’s sole responsibility. Motionwave Ltd accepts no liability for any pre-existing copyright infringements, licensing violations, unlicensed imagery, unlicensed fonts, or any other breaches of Intellectual Property Rights present on the Client’s assets before or during the engagement, except where such content was independently sourced and published by Motionwave Ltd without the Client’s instruction or approval. The Client shall indemnify Motionwave Ltd against any claims arising from content or materials on client-owned assets that were not created or independently sourced by Motionwave Ltd.

17. Client Content & Legal Compliance

The Client is solely responsible for the legal compliance of all content that appears on the Client’s website, social media accounts, and marketing materials, including images, video, audio, fonts, text, logos, and any other assets.

The Client confirms and warrants that such content:

Does not infringe any third-party rights, including copyright, database rights, trademarks, privacy, or publicity rights
Complies with applicable laws and codes, including the Privacy and Electronic Communications Regulations (PECR), UK GDPR (where the Client acts as Controller), CAP/ASA advertising codes, and any sector-specific regulations
Contains accurate, current, and substantiated claims — including any performance, pricing, environmental, financial, or health-related statements
Includes all required disclosures and permissions where testimonials, endorsements, or user-generated content are used

Unless expressly agreed in writing, the Client is responsible for compliance of live websites and marketing materials with accessibility standards and any sector-specific rules or substantiation requirements.

The Client shall indemnify Motionwave Ltd against any claims, fines, investigations, and costs arising from the Client’s content, targeting, consents, cookies, or use of personal data for marketing.

Unless expressly agreed in a Proposal, the Services do not constitute legal, financial, tax, medical, or other professional advice. Any sector-specific approvals or professional sign-off are the Client’s responsibility.

18. Confidentiality

Each party shall keep in strict confidence all technical or commercial information, know-how, specifications, processes, and initiatives of a confidential nature disclosed by the other party, its employees, agents, or subcontractors.

Neither party shall use the other party’s confidential information for any purpose other than the performance of their obligations under these Terms. This obligation shall survive the termination of the engagement.

This clause does not apply to information that is already publicly available (other than through a breach), required to be disclosed by law, or independently developed by the receiving party.

Both parties agree to treat all Proposals and invoices as confidential documents, ensuring they are not disclosed to third parties without mutual consent, except as required by law.

19. Limitation of Liability & No Warranty

Motionwave Ltd shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including (without limitation) loss of profits, revenue, data, business, opportunity, or goodwill, arising from or in connection with the Services.

Motionwave Ltd’s total aggregate liability in respect of any engagement shall not exceed the total Fees paid by the Client to Motionwave Ltd under that engagement in the 12 months preceding the claim.

Motionwave Ltd’s liability shall be limited to the proportion of the loss or damage that is fairly attributable to Motionwave Ltd’s breach. Motionwave Ltd shall not be liable for any loss to the extent caused by the Client, a Third Party, or a Platform.

No Warranty: Motionwave Ltd provides its Services without warranty of any kind, either express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Motionwave Ltd does not guarantee specific results, rankings, performance metrics, or commercial outcomes from the Services.

The Client’s sole and exclusive remedy for any dissatisfaction or alleged defect in the Services is limited to prompt correction, replacement, or removal of the affected content, or re-performance of the affected Services. Refunds or damages are excluded to the fullest extent permitted by law.

Each party shall take reasonable steps to mitigate any loss or damage it may suffer in connection with these Terms.

No action arising out of or in connection with these Terms may be brought more than 12 months after the cause of action accrued.

Nothing in these Terms excludes or limits Motionwave Ltd’s liability for death or personal injury caused by its negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot be excluded or limited by English law. The exclusions and limitations in this section apply only to the extent permitted by law.

20. Platform Terms & Decisions

The Client acknowledges that Platforms (e.g. Google, Meta, LinkedIn, TikTok, X, and others) apply their own terms of service, policies, guidelines, and decisions, which are outside Motionwave Ltd’s control.

Motionwave Ltd shall not be held liable for any actions taken by these Platforms, including but not limited to:

Account suspensions, restrictions, or bans
Ad disapprovals, delivery limitations, or policy enforcement actions
Algorithm changes that affect rankings, reach, visibility, or performance
Measurement, attribution, or reporting changes
Platform outages, downtime, or service disruptions

Where a regulator, Platform, or court raises an enquiry or complaint concerning the Services, both parties will co-operate in good faith. The Client will promptly provide information and approvals reasonably required for responses or remedial steps.

21. Third-Party Services & Fractional Roles

In the course of providing the Services, Motionwave Ltd may engage, recommend, instruct, or liaise with third-party suppliers, contractors, platforms, or service providers (“Third Parties”) on behalf of the Client. This includes, but is not limited to, print suppliers, advertising platforms, web hosting providers, software vendors, photographers, videographers, copywriters, developers, and any other specialist providers.

Important: Where Motionwave Ltd engages or introduces a Third Party in connection with the Services, the contractual relationship for the supply of those third-party goods or services exists directly between the Client and the Third Party, and not between the Third Party and Motionwave Ltd. Motionwave Ltd acts as an intermediary, facilitator, or agent only, and is not a party to any agreement between the Client and the Third Party.

Where Motionwave Ltd acts in a fractional marketing role (e.g. as a fractional CMO, fractional marketing manager, or embedded marketing consultant), Motionwave Ltd may commission, manage, or oversee third-party services on the Client’s behalf as part of the agreed scope of work. In such circumstances:

Motionwave Ltd shall exercise reasonable care and skill in selecting and managing Third Parties, but shall not be liable for the acts, omissions, performance, quality, delays, or defaults of any Third Party
Any contracts, terms of service, or agreements entered into with Third Parties are between the Client and the Third Party. The Client is responsible for reviewing and accepting the Third Party’s own terms of business, service agreements, and policies
Any fees, charges, or costs invoiced by Third Parties are the sole responsibility of the Client, whether paid directly by the Client or invoiced through Motionwave Ltd as a pass-through cost
Motionwave Ltd shall not be liable for any loss, damage, claim, or expense arising from the Third Party’s performance, non-performance, products, or services
Where Motionwave Ltd pays a Third Party on behalf of the Client (e.g. advertising spend, software subscriptions, or production costs), the Client shall reimburse Motionwave Ltd in full within the payment terms set out in Section 13

The Client acknowledges that where Motionwave Ltd recommends or introduces a Third Party, this does not constitute a warranty, guarantee, or endorsement of that Third Party’s services, products, or reliability. The Client is solely responsible for conducting its own due diligence before entering into any agreement with a Third Party.

The Client shall indemnify and hold harmless Motionwave Ltd against any claims, losses, damages, costs, or liabilities arising from or in connection with the acts or omissions of any Third Party engaged in connection with the Services.

22. Hosting, Backups & Availability

Where Motionwave Ltd provides or arranges website hosting, the following applies:

Availability targets are not guaranteed unless expressly set out in a Proposal. Maintenance windows, emergency security work, and platform outages may affect availability.
Unless stated in a Proposal, Motionwave Ltd does not provide backups or disaster recovery services. If backup services are agreed, recovery time and recovery point objectives are targets only and not guarantees.
The Client is responsible for maintaining its own current copies of content, data, and assets supplied to or generated for the website or campaigns.
Hosting and infrastructure may be provided by Third Parties. Their terms and service levels apply and are outside Motionwave Ltd’s control.

Motionwave Ltd may remove or block access to content that, in Motionwave Ltd’s reasonable opinion, may expose either party to liability, while the issue is investigated. Motionwave Ltd will notify the Client as soon as reasonably practicable.

23. Termination

Either party may terminate the engagement by giving not less than 30 days’ written notice to the other party, unless a different notice period is specified in the Proposal.

Motionwave Ltd may terminate the engagement immediately by written notice if the Client:

Fails to make any payment when due and does not remedy the default within 14 days of receiving written notice
Commits a material breach of these Terms and fails to remedy it within 14 days of receiving written notice
Becomes insolvent, enters administration, or makes any arrangement with its creditors
Engages in behaviour in breach of Section 7 (Respectful Conduct)

On termination:

The Client shall pay all outstanding Fees and expenses for Services performed up to the date of termination
For project work, if the Client terminates after commencement, the deposit shall be non-refundable and the Client shall pay for all work completed to date
Motionwave Ltd shall deliver to the Client all completed Deliverables for which payment has been received in full
Each party shall return or destroy the other party’s confidential information
Clauses relating to Intellectual Property, Confidentiality, Limitation of Liability, Non-Solicitation, Data Protection, and Governing Law shall survive termination

24. Non-Solicitation

During the term of the engagement and for 12 months thereafter, the Client shall not, without Motionwave Ltd’s prior written consent:

Solicit or knowingly hire any Motionwave Ltd employee or contractor who has been materially involved in the provision of the Services, except where the individual responds to a bona fide general advertisement not targeted at Motionwave Ltd personnel
Solicit or knowingly induce any client or prospective client introduced to the Client by Motionwave Ltd in the 12 months prior to termination to procure services that compete with the Services, with the intent of diverting business from Motionwave Ltd

The Client agrees that any breach of this section may cause Motionwave Ltd irreparable harm for which damages may not be an adequate remedy, and Motionwave Ltd shall be entitled to seek injunctive or other equitable relief in addition to any other remedies available.

25. Data Protection

Both parties shall comply with their respective obligations under the UK General Data Protection Regulation (UK GDPR), the Data Protection Act 2018, and the Privacy and Electronic Communications Regulations (PECR).

For Services involving personal data, the Client acts as the Controller and Motionwave Ltd acts as the Processor. Motionwave Ltd will process personal data only on the Client’s documented instructions, implement appropriate security measures, and ensure confidentiality.

The Client authorises Motionwave Ltd to use sub-processors for hosting, analytics, and delivery. Motionwave Ltd will ensure appropriate contractual protections are in place.
Where relevant, Motionwave Ltd will implement appropriate international transfer safeguards.
The Client is responsible for obtaining and recording valid consents for electronic marketing and for cookie/tracking disclosures and settings on the Client’s properties.
The Client shall not provide special category personal data (as defined by UK GDPR) or criminal-offence data to Motionwave Ltd unless expressly agreed in a signed addendum.
Each party will notify the other without undue delay after becoming aware of a personal data breach affecting the Services.
The Client is responsible for responding to data subject requests. Motionwave Ltd will promptly forward any request it receives and provide reasonable assistance at the Client’s cost.
On written request or termination, Motionwave Ltd will (at the Client’s choice) return or delete personal data processed for the Services, except where retention is required by law.

Motionwave Ltd is not responsible for security or data incidents originating in the Client’s systems, accounts, devices, or in third-party platforms chosen by the Client.

Full details of how we collect, use, store, and share personal data are set out in our Privacy Policy.

We do not sell your data. Any third-party processors used by Motionwave Ltd are bound by contracts ensuring data protection and compliance with UK GDPR.

Part E — Blog Terms of Use

Using our blog & insights content

26. Blog Access & Use

The Blog is provided for general information and educational purposes only. We grant you a limited, non-exclusive, non-transferable, revocable licence to access and view Blog content for your personal, non-commercial use.

You may:

View and read Blog content for personal, informational, and educational purposes
Share links to Blog posts via social media, email, or messaging
Quote short excerpts (no more than 100 words) for commentary, criticism, or review, with clear attribution and a link to the original post
Print individual posts for your own personal, non-commercial reference

You must not:

Reproduce, distribute, modify, or republish Blog content without prior written consent
Use automated systems, bots, or scrapers to access or copy Blog content
Use Blog content for commercial purposes or to train AI/machine learning models without written consent
Remove, alter, or obscure any proprietary notices

27. Blog Intellectual Property

All Blog content — including articles, text, images, graphics, videos, layouts, and designs — is the property of Motionwave Ltd (trading as Motion Wave Digital) or its licensors and is protected by copyright, trademark, and other intellectual property laws of England and Wales.

Attribution: Any permitted use of Blog content must include a clear credit to Motion Wave Digital with a hyperlink to the original post where possible.

28. User Comments & Content

Where the Blog permits comments or user submissions, by submitting content you grant us a worldwide, royalty-free, perpetual, irrevocable, non-exclusive licence to use, reproduce, modify, publish, and display that content.

You warrant that your submissions are lawful, do not infringe third-party rights, and are not defamatory, abusive, or harmful. You must not post content that is hateful, discriminatory, threatening, spam, or that shares another person’s personal data without consent.

We reserve the right to remove, edit, or refuse to publish any user content at our sole discretion. We are not responsible for content posted by third parties.

29. Blog Disclaimers

Blog content does not constitute professional advice — whether legal, financial, marketing, or otherwise. While we make reasonable efforts to ensure accuracy, we make no representations, warranties, or guarantees as to the accuracy, completeness, or suitability of any Blog content.

Any reliance you place on Blog content is strictly at your own risk. We recommend seeking professional advice before making decisions based on Blog content.

The Blog may contain links to third-party websites. We have no control over and accept no responsibility for third-party content or privacy practices.

Part F — Final Provisions

Disputes, notices & general clauses

30. Dispute Resolution

Both parties shall use their best efforts to negotiate in good faith and settle any dispute that may arise out of or relate to these Terms.

If a dispute cannot be settled through ordinary negotiation, either party may propose in writing that structured mediation be entered into with the assistance of a fully accredited mediator before resorting to litigation.

If the parties are unable to agree upon a mediator, or if the dispute is not resolved within 28 days of the proposal to mediate, either party may apply to the Centre for Effective Dispute Resolution (CEDR) to appoint a mediator.

No party may commence court proceedings until it has attempted to settle the dispute by mediation and either the mediation has terminated or the other party has failed to participate, provided that this does not prevent either party from seeking urgent injunctive or interlocutory relief.

31. Notices

All formal notices, requests, demands, or other communications required under these Terms shall be in writing and may be served by:

Email: to connorwhiting@motionwave.co.uk (for notices to Motionwave Ltd), or to the Client’s last notified business email address. Email notices shall be deemed received on the day they are sent, unless an undeliverable notification is received.
Post: to the registered address of the receiving party. Postal notices shall be deemed received on the fifth Business Day following posting.

Each party undertakes to notify the other promptly of any changes to their contact details.

32. General Provisions

Force Majeure: Neither party shall be liable for any failure or delay in performing its obligations where such failure or delay results from circumstances beyond the reasonable control of that party, including but not limited to acts of God, pandemic, government action, fire, flood, labour disputes, internet outages, or failure of third-party systems.

Severability: If any provision of these Terms is found to be unlawful, invalid, or unenforceable, that provision shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable. If such modification is not possible, it shall be deemed severed, and the remainder of these Terms shall continue in full force and effect.

Waiver: No failure or delay by either party in exercising any right or remedy under these Terms shall constitute a waiver of that right or remedy.

Entire Agreement: These Terms, together with any applicable Proposal and signed agreements, constitute the entire agreement between the parties. They supersede all prior discussions, negotiations, representations, and arrangements relating to their subject matter. Each party acknowledges that it does not rely on any statement, representation, or warranty not expressly set out in these Terms.

Third Parties: Nothing in these Terms is intended to confer a benefit on any person who is not a party to the agreement. The Contracts (Rights of Third Parties) Act 1999 shall not apply.

Assignment: The Client may not assign, transfer, or sub-contract any of its rights or obligations under these Terms without the prior written consent of Motionwave Ltd. Motionwave Ltd may sub-contract or assign any of its obligations, provided Motionwave Ltd remains responsible for performance.

Relationship: Nothing in these Terms shall constitute a partnership, joint venture, or employment relationship between the parties. Motionwave Ltd acts as an independent contractor.

Authority: Each party warrants that it has full power and authority to enter into and perform these Terms and that the person accepting on its behalf is duly authorised to bind it.

Changes to These Terms: We may update these Terms from time to time. Material changes that adversely affect the Services will take effect no earlier than 30 days after notice. Any changes will be published on this page with an updated “Last updated” date. If the Client objects to a material adverse change, the Client may terminate the affected Services on notice during the 30-day period without penalty, save for fees accrued to termination. Continued engagement of our Services or use of our website following such changes otherwise constitutes acceptance of the revised Terms.

33. Contact Us & Governing Law

These Terms are governed by and construed in accordance with the laws of England and Wales. The courts of England and Wales shall have exclusive jurisdiction to settle any dispute arising out of or in connection with these Terms (including any non-contractual disputes or claims).

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

Email: connorwhiting@motionwave.co.uk

Postal Address: 98 Oldfield Road, Ipswich, Suffolk, IP8 3SQ