These Terms & Conditions ("Terms") govern all consulting and advisory services provided by T. Puddifoot Consulting ("Consultant", "we", "our") to any client ("Client", "you"). These Terms apply whether services are rendered under a formal agreement, proposal, SOW (Statement of Work), or by ongoing engagement.
1. Scope of Services
1.1. Consultant provides strategic advisory, product development, go-to-market, operational scaling, interim leadership, investor communications, and related services. 1.2. Services are delivered either on a retained, time-and-materials, milestone-based, or fixed-fee basis, as agreed in writing. 1.3. No deliverables are guaranteed unless explicitly stated in a signed SOW or agreement.
2. Engagement Process
2.1. Each engagement will be governed by an agreement or written confirmation outlining scope, duration, fees, and termination terms. 2.2. Time estimates are not binding unless guaranteed by written agreement. 2.3. Consultant may use subcontractors or approved third parties unless restricted in writing.
3. Payment Terms
3.1. Invoices are due within 14 days of issue unless otherwise agreed. 3.2. Late payments may incur a 2% monthly interest (compounded) and potential suspension of services. 3.3. All fees are exclusive of VAT or other applicable taxes, which will be added as required. 3.4. Expenses reasonably incurred in delivery (travel, SaaS tools, materials) will be billed at cost with prior notice.
4. Confidentiality
4.1. Each party agrees to maintain confidentiality over any non-public, proprietary, or sensitive information disclosed. 4.2. This obligation survives for five (5) years after engagement ends. 4.3. Exceptions include information that is public, independently developed, or required to be disclosed by law.
5. Intellectual Property
5.1. Pre-existing IP owned by Consultant (frameworks, templates, processes) remains Consultant’s property. 5.2. Custom deliverables developed specifically for Client during an engagement will be licensed to Client for internal business use. 5.3. Consultant may reuse generic learnings and anonymised patterns across clients, provided no confidential information is disclosed.
6. Warranties & Disclaimers
6.1. Consultant will perform services using reasonable care and skill but makes no guarantees of commercial outcome or specific results. 6.2. Services are advisory in nature. The Client remains responsible for business decisions and execution. 6.3. Consultant is not liable for any indirect, special, or consequential loss, including business interruption or lost profits. 6.4. Maximum liability shall not exceed the fees paid by the Client in the 3 months preceding the claim.
7. Termination
7.1. Either party may terminate any engagement with 14 days’ written notice, unless a longer notice period is specified in the engagement. 7.2. Upon termination, Client is liable for payment for all work completed up to the termination date, including reasonable wind-down time. 7.3. Termination shall not affect the rights and obligations that have accrued up to the date of termination.
8. Non-Solicitation
8.1. Client agrees not to solicit or hire Consultant’s staff or subcontractors directly for a period of 12 months after the end of the engagement.
9. Publicity & Case Studies
9.1. Consultant may reference anonymised aspects of the engagement in portfolios or case studies, unless explicitly prohibited in writing. 9.2. Use of the Client’s name or logo requires prior written approval.
10. Data Protection
10.1. Each party will comply with applicable data protection laws, including GDPR. 10.2. Consultant will take reasonable steps to protect personal data but is not responsible for compliance failures caused by Client systems.
11. Governing Law
11.1. These Terms are governed by the laws of England and Wales. 11.2. Any dispute shall be subject to the exclusive jurisdiction of the English courts.
12. Entire Agreement
12.1. These Terms, along with any accompanying engagement letter or SOW, constitute the entire agreement. 12.2. No other terms, oral or written, shall apply unless agreed in writing by both parties.
Contact Information
T. Puddifoot Consulting
Email: hello@puddifoot.uk
Website: puddifoot.uk