Terms of service.
This agreement is between the client (i.e. the school or organisation commissioning training or consultancy) and Unique Connections Consultancy Limited. For the purposes of this document, Unique Connections is defined as the organisation of directors, staff and associate consultants working for Unique Connections.
Formation of contracts
All contracts for the provision of services by Unique Connections as set out in the original proposal or offer letter shall be deemed to be made upon and subject to these Terms of Business.
No variation of or addition to these Terms and Conditions shall form part of any contract unless specifically expressed and accepted by both parties in writing. For instance, Unique Connections is happy to provide a Non-Disclosure Agreement where the client deems it necessary.
Any variation to work carried out by Unique Connections not covered in the proposal or letter will be the subject of separate arrangements with the client and confirmed in writing.
Delivery of Services and Relationship between Client and Unique Connections
Unique Connections commits to deliver consultancy, training and other services that meet its client’s full requirements as specified in the written proposal prepared by Unique Connections and agreed with the client.
None of our services replace or undo advice or direction from a physician or any other health provider, such as the Child and Adolescent Mental Health team. Our training and advice is designed to complement, not replace, your current behavioural packages, healthcare and multi-disciplinary advice. Do not use our content in lieu of advice given by physicians or other health care providers, mental health services, CAMHS teams, or any other professional advice you have received.
If the client is seeking our consultancy services with particular regard for a child or adult’s self-injury, it is recommended that they promptly inform any stakeholders such as CAMHS or social worker of the relationship we are entering into. We welcome multi-disciplinary engagement with all stakeholders where appropriate.
Any alterations the client might make to care plans, behaviour plans or risk assessments in response to engaging with our services remains the clients full responsibility. It is important that care plans, behaviour plans, medication regimes and risk assessments follow the client’s normal processes, including, where necessary, conversations with the individual concerned, social worker, family and multi-disciplinary team members. Unique Connections does not authorise or validate care plans, behaviour plans, medication regimes or risk assessments; these remain the full responsibility of the client, as per the National Minimum Standards for the Children’s Homes and KSCIE.
Unique Connections does not provide health care, mental health care, medical or nutrition therapy services and does not diagnose, treat, prevent or cure in any manner whatsoever any physical ailment, or any mental health issue, disease or condition.
The client accepts full responsibility for the consequences of their use, or non-use, of any information provided, and the client agrees to use their own judgment and due diligence before implementing any idea, suggestion or recommendation from our training, consultancy, social media channels, blog, website or business.
Unique Connections cannot predict and we do not guarantee that the client will attain a particular result, and the client accepts and understands that results differ for each individual and organisation.
Invoices and Payment
The client agrees to pay for services delivered at the rates set out in the Contract. Rates are subject to annual review.
Statements as to total work time or total charges which will be involved in providing specific services or fulfilling a particular contract are estimates only, and, whilst every effort will be made to ensure their accuracy, no liability is accepted thereof.
Without prejudice to the foregoing, if during the course of rendering services or fulfilling a contract, circumstances arise which make it clear that an estimate of total work time or charges previously given will prove to be a material underestimate, Unique Connections will endeavour to give the client written notice specifying the circumstances concerned, stating additional work involved and estimating the increase in total work time and charges which will result. Conversely, if the time involved shall prove to be less than the original estimate, the benefit shall be passed on to the client.
Payment of Fees
Unique Connections will invoice for services as follows:
For one-off training: 100% on completion
For two or more training sessions, or for consultancy work:
50% on agreement of service (non-refundable)
50% on completion
Payment terms for training are seven days from receipt of invoice by the client.
Payment terms for consultancy are fourteen days from receipt of invoice by the client.
Late payment of invoices will incur interest. Unique Connections will add interest on outstanding invoices at the rate of 20% of the full invoice. We reserve the right to seek recovery of any monies remaining unpaid sixty days from the date of invoice via the small claims court if the outstanding balance does not exceed £3000. In such circumstances, the client will be liable for any and all additional administrative or court costs. In such circumstances, all bookings, agreements or contracts entered into will cease with immediate effect until all outstanding monies are fully recovered.
Expenses
The client agrees to pay the costs of all additional expenses associated with delivery of services in addition to consultancy fees, including, but not limited to, venue hire, equipment hire, overnight hotel accommodation, meals and refreshments, materials production (workbooks, slides, handouts, etc) courier costs, telephone costs, etc.
Travel by car is charged at £0.45 per mile from the consultant’s home. Travel by public transport / taxi is charged at cost. Travel by train is at standard class rates.
Travel by air: travel within a continent will be in economy class only. Flights lasting 7 hours or more will be in business class.
Where travel by air is required, Unique Connections will book flights within the cancellation period, to ensure that the flights costs are covered should the work be cancelled. Where the client wishes Unique Connections to book flights early, so as to secure low-cost flights, Unique Connections will do so but will invoice the flight costs to the client immediately or require written confirmation from the client that should the work be cancelled they will reimburse the full cost of the flight.
Fees for Travel Time
Where travel is within a 25 mile radius, travel time will not be charged. Outside of a 25 mile radius, and within the UK, a discretionary travel time will be charged at £30 an hour, up to, but no further than, a half day rate.
For international travel, the costs of travel time will be charged as follows, based upon the home region (Europe, North America or Asia-Pacific) of the consultant:
Journeys where the flight time (time in the air) is less than 7 hours: no travelling time charged
Journeys where flight time is at least 7 hours: one day travelling time per journey (so, 2 days per return journey) charged at 50% of the consultant day rate.
Cancellation or Postponement of Work
The client agrees to pay for postponement or cancellation scheduled work in all circumstances (including cancellations due to Force Majeure) as follows:
Work cancelled within 5 working days of the scheduled date – 50% of scheduled fees;
Work cancelled within 5-20 working days in advance of the scheduled date – 25% of scheduled fees;
Work cancelled more than 20 working days in advance of the scheduled date – no charge.
Where work is postponed, rather than cancelled, no charge will be levied as long as a suitable date can be found within three calendar months. Where work is postponed longer than this, we reserve the right to add a 20% levy to the invoice. Where the same service or contractual work is postponed on more than one occasion by the client, we reserve the right to add a 20% levy to the full invoice.
Unique Connections will endeavour to provide a replacement consultant acceptable to the client in circumstances in which a consultant is unable to deliver services at the scheduled date through illness or accident. If this is not possible the dates for delivery of services will be rescheduled and no fees will be invoiced.
Safeguarding
All Unique Connections staff receive Safeguarding training every three years and each has a current enhanced DBS certificate. Every consultant registers on the Update Service to enable organisations to run a status check if they so wish.
All consultants have read and understood the most recent version of Keeping Children Safe in Education (KCSIE) and the latest Prevent training.
In the event of a safeguarding concern in relation to a child or young person using the client’s services, or in relation to an adult at risk of harm, each consultant has a legal obligation to share that information with relevant professionals in line with the Safeguarding Children’s Act 2004 and the Care Act 2014. We will also make sure that we are familiar with an organisation’s Safeguarding Policy, including the safeguarding lead.
Unique Connections’ Safeguarding Policy is available on our website.
Confidentiality and Intellectual Property
Unique Connections agrees to keep confidential all information gained about the client’s people and business, including every child or adult the client supports, and never to disclose this to third parties. UC will not at any time (save as required by law) disclose or divulge to any person other than to employees of the client whose province it is to know the same any Confidential Information and they will use their best endeavours to prevent the publication or disclosure of any Confidential Information by any other person. These restrictions cease to apply to information which comes into the public domain otherwise than by reason of the default of UC.
The client agrees that all Unique Connections models, approaches, course materials and intellectual property remain the property of Unique Connections.
The client agrees not to disclose, make copies of or distribute reports, materials, presentations or documents produced for it by Unique Connections to any third parties.
Where the client wishes materials developed by Unique Connections to be delivered by its own employees it agrees to pay the costs of training its trainers and an appropriate licence fee to Unique Connections. The re-use of Unique Connections’ Powerpoint training documents is not permitted by the client without agreement in writing and an appropriate licence fee.
Unique Connections never agrees to materials it has developed for a client being delivered by another provider.
For the purposes of this clause, Intellectual Property Rights means all patents, rights to inventions, utility models, copyright and related rights, trademarks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database right, topography rights, moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world.
This clause shall survive termination of the Contract.
Unique Connections’ Privacy and Confidentiality Policy can be found on our Website, which covers our commitment to data protection and data processing.
Publicity
Any testimonials or feedback from the client will only be added to publicity with the express permission of the client. Case studies or descriptions of work done by Unique Connections with the client will always be anonymised thoroughly, so that the name of the organisation, any persons and the location are anonymised. However, anonymity does not always ensure complete confidentiality, particularly where a staff member recognises details from their work. In these circumstances, the staff member will be bound by their own confidentiality expectations from their work.
Limitation of Liability
Unique Connections shall under no circumstances whatever be liable, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the contract
Unique Connections’ total liability in respect of all other losses arising under or in connection with the contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the charges paid under the contract.
This clause shall survive termination of the contract
Staff & Associate Consultants
Work is undertaken on the understanding that the client will not make offers of employment to engage any member of the staff of Unique Connections, or any Associate Consultant or Specialist Advisor under contract, unless he/she has first obtained written consent from Unique Connections.
In the event of such an offer of employment being accepted, a fee of 20% of first year’s salary and benefits is payable to Unique Connections.
The client also agrees not to engage any Associate Consultant to deliver services in their own right within six months of them having delivered services as a Unique Connections Associate Consultant.
Termination of Contract
The client may terminate the contract by giving four weeks’ notice in writing.
100% of fees are chargeable for all work scheduled during this four week period, even in the event of this work not taking place.
Unique Connections may terminate the contract by giving four weeks’ notice in writing. Unique Connections agrees to fulfil all scheduled commitments during this period
If you have any queries about these terms, please contact: beverley@uniqueconnections.org.uk