Terms of service - Business Consultants UK

Terms & Conditions for Operational Support Services

These Terms and Conditions apply to all services provided by Professionalisation Limited ("Service Provider", "Professionalisation" or "We"), and the person or business engaging in our services ("Client" or "You").

Professionalisation and the Client are collectively referred to as the "Parties" and individually as a "Party".

1. Purpose

This Agreement sets out the terms under which Professionalisation will provide business support services to the Client, including acting on behalf of the Client as if employed by the Client, in dealings with third parties such as HMRC and Companies House.

2. Scope of Services

2.1 Professionalisation shall provide business support services, including but not limited to:

Business strategy, operational support, bookkeeping, accounting assistance, full business management, administrative tasks, and recruitment services.
Filing and correspondence with regulatory bodies, including HMRC and Companies House.
Decision-making within the scope of the Client's operational guidelines and instructions.

2.2 Services are delivered by Professionalisation's employees and independent contractors, integrated into operations under the Professionalisation brand, acting as agents of the Client with authority to perform tasks as if employed by the Client.

2.3 For recruitment services, Professionalisation shortlists and pre-qualifies candidates based on the Client's requirements. The Client is responsible for all hiring decisions and further assessments.

2.4 Professionalisation does not provide regulated financial, legal, or professional accounting advice, nor guarantee outcomes, including candidate performance. The Client must verify advice and consult qualified professionals as needed.

3. Authority to act on the Client's behalf

3.1 The Client grants Professionalisation authority to act on its behalf as an agent in dealings with third parties, including HMRC, Companies House, and other regulatory or governmental bodies, for the purpose of fulfilling the Services.

3.2 This authority includes submitting filings, responding to inquiries, and making operational decisions within the scope of the Services, provided such actions align with the Client's instructions and applicable laws.

3.3 This authority shall remain in effect for the duration of this Agreement and may be revoked by the Client in writing with 7 days' notice.

4. Time Packs and Usage

4.1 Services are accessed via prepaid Time Packs, representing a block of time that is usable across all Professionalisation services and fees.

4.2 Unused hours expire after 9 months of inactivity. Professionalisation is not obligated to notify the Client of an expiring balance.

4.3 Time spent working on the Client's behalf or communicating with the Client (excluding 24/7 reception) is deducted from the Time Pack balance. Any costs incurred by Professionalisation on behalf of the Client (e.g., filing fees, recruitment ads) are deducted from the Client's Time balance by converting the cost into time at the Client's hourly rate (e.g., if the Client's hourly rate is £100, an expense of £50 = 0.5 hours deducted). A breakdown of all Time usage is available upon request.

5. Free Services for Active Clients

5.1 Professionalisation may, at its discretion, offer free services to active Clients (those with ongoing paid service usage). These services are available only while the Client remains active and may be withdrawn if engagement lapses.

6. Confidentiality

6.1 Professionalisation shall treat all Client information as confidential and not disclose it unless publicly available or legally required, in compliance with the UK General Data Protection Regulation (UK GDPR) and Data Protection Act 2018.

6.2 Professionalisation's employees and contractors are bound by this confidentiality obligation.

6.3 Professionalisation shall implement appropriate technical and organisational measures to protect Client data.

7. Limitation of Liability

7.1 Professionalisation shall perform the Services with reasonable care and skill, in accordance with industry standards.

7.2 Professionalisation shall not be liable for losses, damages, or costs arising from honest mistakes or ordinary negligence made in good faith while performing the Services.

7.3 Professionalisation's total liability for errors, omissions, or outcomes is limited to the lower of the total fees paid by the Client in the previous 6 months or £5,000.

7.4 The Client agrees to indemnify Professionalisation against third-party claims arising from the Services or the Client's failure to provide accurate or complete information, to the fullest extent permitted by law.

7.5 Professionalisation maintains professional indemnity insurance for claims related to the Services, subject to the liability cap in this section.

7.6 Professionalisation is not liable for delays or failures due to events beyond its reasonable control (e.g., natural disasters, government actions).

8. Client Obligations

8.1 The Client shall provide accurate and complete information necessary for the Services.

8.2 The Client acknowledges that Professionalisation's advice is general and shall seek independent input from qualified professionals for regulated or high-stakes decisions.

9. Termination

9.1 Either Party may terminate this Agreement with written notice, effective upon completion of ongoing work or 7 days after notice, whichever is later. Professionalisation may, at its discretion, complete such work, with hours deducted from the Client's Time Pack balance.

9.2 Unused Time Pack hours are refunded at Professionalisation's discretion or remain valid until their 9-month expiry, as agreed with the Client. Free services cease upon termination or if the Client is no longer active.

10. Governing Law and Jurisdiction

10.1 This Agreement shall be governed by and construed in accordance with the laws of England and Wales.

10.2 Any disputes arising under this Agreement shall be subject to the exclusive jurisdiction of the courts of England and Wales.