Terms & Conditions

2.1 Legal Compliance

You agree to comply with all applicable local, national, and international laws and regulations in connection with your use of our website and services. This includes, but is not limited to:

• Data protection and privacy laws
• Anti-corruption and bribery regulations
• Competition and antitrust laws
• Export control and sanctions regulations

2.2 Prohibited Activities

You agree not to engage in any of the following prohibited activities:

• Providing false, misleading, or inaccurate information to us
• Impersonating any person or entity
• Engaging in fraudulent or deceptive practices
• Violating the intellectual property rights of others
• Transmitting harmful code, viruses, or malicious software
• Attempting to interfere with the proper functioning of our website or services
• Using our services for any unlawful or unauthorized purpose
• Harassing, threatening, or abusing our staff or other users

2.3 Information Accuracy

You are responsible for ensuring that all information you provide to us is accurate, current, and complete. You must promptly update us if any information changes, particularly information that may affect the advice or services we provide.

2.4 Professional Relationship

Our relationship with you is that of an independent consultant. Nothing in these terms creates a partnership, joint venture, employment, or agency relationship between you and Kettleworth.

3.1 Information Provision

To enable us to provide effective consulting services, you agree to:

• Provide timely access to relevant business information and data
• Designate appropriate personnel to work with our consultants
• Respond promptly to our information requests
• Make key decision-makers available for discussions as needed
• Provide access to premises, systems, or documentation as required for service delivery

3.2 Implementation

You acknowledge that implementation of our recommendations is entirely at your discretion. You are responsible for:

• Evaluating recommendations in the context of your specific circumstances
• Seeking additional specialist advice where appropriate
• Making informed decisions about implementation
• Managing and executing any changes you decide to implement

3.3 Confidentiality Obligations

Just as we maintain confidentiality of your information, you agree to treat as confidential any proprietary methodologies, frameworks, or tools we share with you during the course of providing services.

4.1 Professional Standards

We commit to providing consulting services with reasonable skill and care, in accordance with generally accepted professional standards. However, you acknowledge that:

• Business consulting involves professional judgment and opinion
• Recommendations are based on information available at the time
• Business outcomes depend on numerous factors beyond our control
• No specific results or outcomes are guaranteed

4.2 Scope Limitations

Unless specifically agreed in writing, our services do not include:

• Legal advice (we are not solicitors or barristers)
• Regulated financial advice or investment recommendations
• Accounting or audit services
• Technical IT services or software development
• Implementation of recommendations (unless explicitly contracted)

Where specialist expertise is needed, we may recommend that you engage appropriate professionals.

4.3 Timelines and Deliverables

Timelines and deliverables are specified in individual service agreements. While we make reasonable efforts to meet agreed timelines, they may be extended due to circumstances including client delays in providing information, scope changes, or unforeseen complications.

5.1 Service Warranties

We warrant that our services will be performed with reasonable skill and care. This is our sole warranty, and it is subject to the limitations and disclaimers in these terms.

5.2 Disclaimer of Warranties

Except as expressly stated, we disclaim all warranties, whether express or implied, including but not limited to:

• Warranties of merchantability or fitness for a particular purpose
• Warranties regarding specific business outcomes or financial results
• Warranties that our advice will be error-free or complete
• Warranties regarding website uptime or availability

5.3 Information Accuracy

While we strive for accuracy, information on our website is provided for general guidance only. It should not be relied upon as a substitute for professional advice tailored to your specific circumstances.

6.1 Exclusion of Consequential Damages

To the maximum extent permitted by law, Kettleworth shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to:

• Loss of profits, revenue, or business opportunities
• Loss of data or information
• Business interruption
• Loss of goodwill or reputation
• Cost of procurement of substitute services

This exclusion applies regardless of the legal theory on which the claim is based and even if we have been advised of the possibility of such damages.

6.2 Maximum Liability

Our total aggregate liability for all claims arising from or relating to our services shall not exceed the total fees paid by you for the specific service giving rise to the liability claim during the twelve months preceding the claim.

6.3 Essential Purpose

You acknowledge that these limitations of liability are reasonable and reflect the allocation of risk between the parties. The limitations in this section shall apply even if any limited remedy specified in these terms is found to have failed of its essential purpose.

9.1 Termination by Either Party

Either party may terminate a service engagement by providing written notice as specified in the individual service agreement. Unless otherwise stated, notice periods are typically 14 days.

9.2 Immediate Termination

We may terminate our relationship with you immediately if:

• You materially breach these Terms and Conditions
• You fail to pay undisputed fees within 30 days of the due date
• You engage in conduct that brings our reputation into disrepute
• Continuation of the relationship would be unlawful
• You become insolvent or enter bankruptcy proceedings

9.3 Effects of Termination

Upon termination, you must pay all fees for services rendered up to the termination date. Provisions relating to confidentiality, intellectual property, liability limitations, and dispute resolution shall survive termination.

10.1 Negotiation

In the event of any dispute, controversy, or claim arising from or relating to these terms or our services, both parties agree to first attempt to resolve the matter through good-faith negotiation.

10.2 Escalation

If a dispute cannot be resolved through negotiation within 30 days, either party may escalate the matter to senior management for resolution.

10.3 Legal Proceedings

If a dispute remains unresolved after escalation, the matter may be submitted to the courts of England and Wales, which shall have exclusive jurisdiction.

11.1 Entire Agreement

These Terms and Conditions, together with our Privacy Policy and any individual service agreements, constitute the entire agreement between you and Kettleworth and supersede all prior agreements, understandings, and communications.

11.2 Assignment

You may not assign or transfer your rights or obligations under these terms without our prior written consent. We may assign our rights and obligations to any affiliate or in connection with a merger, acquisition, or sale of assets.

11.3 Severability

If any provision of these terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

11.4 Waiver

No waiver of any provision of these terms shall be deemed a further or continuing waiver of such provision or any other provision. Our failure to enforce any right or provision shall not constitute a waiver of such right or provision.

11.5 Governing Law

These Terms and Conditions are governed by and construed in accordance with the laws of England and Wales.