Terms and conditions

The provisions included in these terms and conditions and associated documents, apply to the Stack. Services. For the purpose of the General Data Protection Regulations ("GDPR"), the company in charge of your information (as known as the Data Controller) is Codapt Limited ("Codapt", "us", "we", or "our") of 2nd Floor Offices, Bank House, Main Road, Hathersage, Hope Valley, S32 1BB (no. 14871502). Our registration number with the Information Commissioner's Office UK ("ICO") is ZB672214.

1. Introduction

Except where expressly stated, references to clauses, sub-clauses, paragraphs and schedules refer, unless otherwise stated, to clauses and sub-clauses of, and schedules to, the Terms and Conditions.

Unless other terms and conditions are expressly agreed in writing by Codapt by means of a specific written amendment signed by a Director (or authorised representative nominated by a Director) of Codapt, the supply of Services will be subject to the terms of the Agreement to the exclusion of any other terms and conditions whether or not the same are endorsed upon, delivered with or referred to in any purchase order or other document delivered or sent by the Customer to Codapt.

2. Definitions

Except as otherwise expressly stated, the definitions detailed within this clause 2 (Definitions) shall be deemed to apply to the Terms and Conditions:

  • Agreement means the Terms and Conditions, the Privacy Policy, and the Cookie Policy.
  • Bespoke Software means custom software, middleware, API integrations, and related solutions designed, developed, and delivered by Stack. specifically for the Customer.
  • Billing Date means the date after which Stack. may raise an invoice to the Customer in respect of the Services.
  • Charges means the charges for the Services provided by Stack., as included within an applicable Order, Contract or agreed between parties in writing.
  • Stack. means Codapt Limited registered at 2nd Floor Offices, Bank House, Main Road, Hathersage, Hope Valley, S32 1BB. Stack. Services mean the Services where they are made available by Stack.
  • Cookie Policy means the policy, which may be amended from time to time, which details how and what data is collected by using our websites.
  • Customer means the person, firm or company who purchases Services provided by Stack.
  • Customer Data means the personal data provided to Stack. and updated from time to time by the Customer (which may include sensitive personal data).
  • Deliverables means the software, documentation, and other materials delivered to the Customer as part of the Services.
  • Intellectual Property Rights means all bespoke software, patents, rights to inventions, utility models, copyright and related rights, trademarks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or rights to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database right, topography rights, moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world.
  • Licence means a personal, national, royalty-free, non-assignable and non-exclusive licence to use the software provided to you by Stack. for the agreed period or in perpetuity where specified.
  • Order means each Order or Contract for a Service provided by Stack. Services.
  • Privacy Policy means the policy, which may be amended from time to time, which governs our collection and use of Data which can be found on the Website.
  • Project means a defined scope of work agreed between Stack. and the Customer for the development of Bespoke Software or related Services.
  • Proposal means the document, Order, or Contract that has been completed and accepted prior to Services being configured and activated.
  • Service means the provided Stack. Services, including but not limited to bespoke software development, API integration, middleware solutions, and ongoing support and maintenance.
  • Website means the Stack. web site from which the Services can be accessed and found at the following url, www.apistack.co.uk.

3. Service description

Stack. provides bespoke software development services, including custom middleware solutions, API integrations, and automated workflow systems. Our Services are tailored to each Customer's specific requirements and designed to connect disparate business systems into unified, efficient platforms.

The specific scope, deliverables, and timelines for each Project will be detailed in the applicable Proposal or Order agreed between Stack. and the Customer.

4. Licence grant

Subject to these Terms and Conditions and full payment of applicable Charges, Stack. grants you a personal, national, royalty-free, non-assignable and non-exclusive licence to use the Bespoke Software provided to you by Stack. The licence terms, including duration and scope, will be specified in the applicable Proposal or Order.

5. Intellectual property

All Intellectual Property Rights in the Service, including any Bespoke Software developed for the Customer, belong to Codapt Limited unless otherwise agreed in writing. Where a transfer of Intellectual Property Rights is agreed, this will be specified in the applicable Proposal or Order and is conditional upon full payment of all Charges.

You acknowledge that you have no rights in or to the Service other than the right to use it in accordance with these Terms and Conditions and any applicable licence granted.

6. Payment terms

The Customer shall pay the Charges in accordance with the payment terms set out in the Order or Contract. Unless otherwise specified, payment terms are as follows:

  • Project-based work: Payment milestones as specified in the Proposal
  • Support and maintenance: Invoiced monthly or annually as agreed
  • All invoices are payable within 30 days of the invoice date

All Charges are exclusive of VAT unless otherwise stated.

7. Project delivery

Stack. will use reasonable endeavours to deliver Projects within the timelines specified in the Proposal. Any delivery dates provided are estimates only and time shall not be of the essence unless expressly agreed in writing.

The Customer agrees to provide timely access to information, systems, and personnel reasonably required by Stack. to deliver the Services. Delays caused by the Customer may result in revised timelines and additional Charges.

8. Termination

Either party may terminate the Agreement by providing written notice in accordance with the terms specified in the applicable Order or Proposal. For ongoing support and maintenance services, either party may terminate by providing 30 days' written notice.

Upon termination, the Customer shall pay all outstanding Charges for Services delivered up to the date of termination.

9. Limitation of liability

To the maximum extent permitted by law, Stack. shall not be liable for any indirect, incidental, special, consequential or punitive damages, or any loss of profits or revenues.

Stack.'s total liability under this Agreement shall not exceed the total Charges paid by the Customer in the 12 months preceding the claim.

10. Confidentiality

Both parties agree to keep confidential all information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential. This obligation shall survive termination of the Agreement.

11. Governing law

These Terms and Conditions shall be governed by and construed in accordance with the laws of England and Wales. Any disputes arising shall be subject to the exclusive jurisdiction of the courts of England and Wales.

12. Contact

For any questions regarding these Terms and Conditions, please contact us:

Last updated: January 2026