HomeTerms

Terms

Management Services Terms

Draft for legal review. Not in force.

DRAFT, NEEDS LEGAL REVIEW. Not yet in force. Not a live offer.

For advisory, outsourced management, project and programme management, operations support, and back-office services.

1. Nature of the service

  1. We provide advice and services under a written scope (SOW or service schedule) with objectives, activities, deliverables, team, fees, reporting and term.
  2. We are an independent contractor. Nothing here makes us your employee, partner, agent or director, and we have no authority to bind you unless you give it in writing.

2. Your duties

  1. You give timely access to people, premises, systems and information; take your own decisions; and keep responsibility for your business, your legal and regulatory duties, and your employees.
  2. Our advice rests on facts you give us. We do not audit them. Delay or error in your inputs affects dates, fees and results.

3. Fees and expenses

  1. Fees are fixed, retainer, time-based at the rate card, or success-linked, as stated. Retainers are invoiced monthly in advance. Time-based work is invoiced monthly in arrears on timesheet summaries.
  2. Reasonable pre-approved expenses are charged at cost. Success fees apply only on defined events and need a written definition.
  3. Rates may be revised once a year on 60 days' notice, or at renewal.

4. Standard of care and results

  1. We perform with reasonable skill and care by suitably qualified people. We do not guarantee any commercial result, saving, growth, approval by an authority, or outcome of a negotiation.
  2. Where we run operations for you, service levels and reports are in the service schedule. Service credits, if any, are there too, and are your sole remedy for that failure.

5. Staff and non-solicitation

  1. For 12 months after the contract, neither side will hire the other's staff who worked on the engagement without consent, except through general advertising.
  2. We may replace team members with equal skill. Key people named in the SOW are replaced only with notice.

6. Conflicts and confidentiality

  1. We may serve other clients, including your competitors, while keeping each client's information confidential. Where a real conflict arises, we tell you and may need to step back.
  2. General Terms on confidentiality apply. Working papers and tools remain ours; deliverables are yours for internal use when paid for.

7. Regulated matters

  1. We do not give legal, tax, audit, medical or investment advice unless the SOW says so and we are properly qualified for it. Get your own advisers on those matters.

8. Term and termination

  1. Retainers run for the term in the SOW and renew only by written agreement. Either side may end a retainer on 30 days' written notice. Fixed-scope projects end on completion or by agreement.
  2. On ending, you pay for work done to the end date and for non-cancellable costs. We hand over work in progress and files on payment.

9. Liability

  1. General Terms limits apply. For advisory work, liability is capped at fees paid in the 12 months before the event.