Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between Point Advisory Ltd ("Point Advisory", "we", "us", or "our") and the entity or person ("you", "your", or "Client") engaging our consulting services. By engaging our services, accessing our website, or entering into a written engagement agreement with us, you agree to be bound by these Terms.

These Terms apply to all services provided by Point Advisory, including but not limited to strategic consulting, leadership coaching, organisational transformation, and executive advisory services. In the event of any conflict between these Terms and a signed written engagement agreement, the engagement agreement shall prevail.

Throughout these Terms, the following definitions shall apply:

• "Confidential Information" means all non-public information disclosed by one party to the other, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.
• "Deliverables" means all reports, presentations, documents, models, frameworks, and other materials created by Point Advisory specifically for you in the course of providing the Services.
• "Engagement" means the specific scope of work agreed between you and Point Advisory, as set out in a proposal, statement of work, or other written agreement.
• "Services" means the professional consulting, advisory, and coaching services provided by Point Advisory.
• "Working Materials" means methodologies, tools, frameworks, templates, and proprietary know-how developed by Point Advisory prior to or independently of the Engagement.

Point Advisory provides strategic consulting, executive advisory, leadership coaching, and organisational transformation services to businesses and other organisations. The specific scope, objectives, deliverables, timeline, and team composition for each Engagement will be detailed in a written proposal or statement of work.

We will perform the Services with reasonable care and skill consistent with the standards of the management consulting profession. We will assign qualified personnel with appropriate expertise to your Engagement, though we reserve the right to substitute personnel as operational requirements dictate, provided that any substitute possesses equivalent or greater relevant qualifications.

Our advice and recommendations are based on the information provided by you and our professional judgment at the time of the Engagement. You acknowledge that business outcomes depend on numerous factors beyond our control, including but not limited to market conditions, your implementation of our recommendations, and actions of third parties.

Each Engagement typically follows the following process:

1. Discovery: We conduct an initial consultation to understand your organisation, challenges, and objectives.
2. Proposal: We prepare a written proposal outlining scope, approach, deliverables, timeline, team, and fees.
3. Engagement Letter: Upon acceptance of the proposal, we issue an engagement letter formalising the terms of our engagement.
4. Execution: We perform the Services as described in the engagement letter.
5. Delivery: We present Deliverables and, where appropriate, support implementation.
6. Closure: We conduct a formal close-out review to assess outcomes and capture learnings.

Our fees will be set out in the applicable proposal and engagement letter. Unless otherwise specified, fees are quoted exclusive of VAT or other applicable taxes, which will be charged at the prevailing rate.

Payment terms are as follows:

• A non-refundable deposit of 25% of the total fees is payable upon execution of the engagement letter.
• Subsequent invoices will be issued monthly in arrears for time and materials engagements, or according to the milestone schedule for fixed-fee engagements.
• All invoices are payable within 14 days of the invoice date.
• We reserve the right to suspend Services if any invoice remains unpaid for more than 30 days.

Expenses reasonably incurred in the performance of the Services — including travel, accommodation, and materials — will be charged at cost, subject to your prior approval for individual items exceeding £500.

Both parties acknowledge that they may receive Confidential Information from the other during the course of an Engagement. Each party agrees to:

• Maintain all Confidential Information in strict confidence and not disclose it to any third party without the prior written consent of the disclosing party.
• Use Confidential Information solely for the purpose of performing its obligations or exercising its rights under these Terms.
• Protect Confidential Information with at least the same degree of care used to protect its own confidential information, but in no event less than reasonable care.

These confidentiality obligations shall survive for a period of five (5) years following termination of the applicable Engagement. Confidentiality obligations with respect to trade secrets shall survive indefinitely.

The obligations in this section shall not apply to information that: (a) is or becomes publicly available through no breach of these Terms; (b) was rightfully known to the receiving party prior to disclosure; (c) is rightfully received from a third party without restriction on disclosure; or (d) is required to be disclosed by law or court order, provided the receiving party gives prompt notice to the disclosing party.

Upon full payment of all fees, Point Advisory grants you a perpetual, non-exclusive, royalty-free licence to use the Deliverables for your internal business purposes. This licence does not include the right to resell, distribute, or create derivative works for commercial exploitation without our prior written consent.

All Working Materials — including our proprietary methodologies, frameworks, tools, and templates — remain the exclusive property of Point Advisory. Nothing in these Terms grants you any licence or right to use our trade names, trademarks, or service marks without our prior written consent.

You retain all rights to your pre-existing materials and Confidential Information provided to us during the course of the Engagement.

Nothing in these Terms shall limit or exclude our liability for: (a) death or personal injury caused by our negligence; (b) fraud or fraudulent misrepresentation; or (c) any matter for which it would be unlawful to exclude or limit liability.

Subject to the foregoing, our total aggregate liability arising out of or in connection with these Terms and any Engagement, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to the total fees paid by you to Point Advisory in the twelve (12) months preceding the event giving rise to the liability.

We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, revenue, data, or business opportunities, even if advised of the possibility of such damages.

Our advice is based on information available at the time of delivery and on assumptions stated in our Deliverables. We do not warrant that the recommendations contained in our Deliverables will achieve any specific outcome or result. Implementation of our recommendations is solely your responsibility.

Each Engagement shall commence on the date specified in the engagement letter and shall continue until completion of the Services or earlier termination in accordance with this section.

Either party may terminate an Engagement by giving 30 days' written notice to the other party. In the event of termination:

• You shall pay all fees and expenses accrued up to the effective date of termination within 14 days of our final invoice.
• We shall deliver to you all completed Deliverables and work-in-progress up to the termination date.
• All provisions of these Terms that by their nature should survive termination shall survive, including confidentiality, intellectual property, and limitation of liability.

Either party may terminate an Engagement immediately by written notice if the other party materially breaches these Terms and fails to remedy the breach within 14 days of receiving written notice.

These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of England and Wales.

The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms.

Before commencing any court proceedings, the parties agree to attempt to resolve any dispute arising out of or in connection with these Terms through good faith negotiation. If the dispute cannot be resolved through negotiation within 30 days of either party notifying the other of the dispute, either party may refer the dispute to mediation under the Centre for Effective Dispute Resolution (CEDR) Model Mediation Procedure.

If mediation is unsuccessful or either party declines to participate in mediation, either party may commence proceedings in the courts of England and Wales.

We may revise these Terms from time to time to reflect changes in our services, legal requirements, or business practices. The most current version will always be posted on our website with an updated revision date.

Material changes will not apply retroactively to existing Engagements. For new Engagements commenced after the effective date of revised Terms, the revised Terms shall apply. We encourage you to review these Terms periodically.

If you have any questions about these Terms, please contact us: