Terms & Conditions - Clear Momentum Ltd

1. Definitions and Interpretation

1.1 The following words and expressions shall have the following meanings unless the context otherwise requires:

"Additional Charges" means any expenses, travel costs, or other charges levied in respect of the Services.

"Client", "you", or "your" means the person or business that engages our Services or uses our Website.

"Conditions" or "Terms" means these terms and conditions.

"Contract" means any agreement for the provision of Services by us to you.

"Services" means the business consultancy, coaching, training programmes, workshops, advisory services, or other professional services we supply to you.

"We", "us", "our", or "Supplier" means Clear Momentum Ltd.

"Website" means https://www.clearmomentum.co.uk/.

"Working Day" means any day from Monday to Friday other than a statutory or public holiday in England.

1.2 In these Conditions, any reference to writing includes communications by post and email, but excludes text messages.

2. Introduction and About Us

Clear Momentum Ltd is a UK-based business providing consultancy, coaching, training, and related professional services. These Terms govern your use of the Website and any Services we provide. By accessing this Website or engaging our Services, you agree to comply with these Terms.

3. Use of the Website

You agree to use this Website only for lawful purposes. You must not:

Use the Website in any way that breaches applicable laws or regulations.

Attempt to gain unauthorised access to the Website or servers.

Introduce viruses, malware, or harmful content.

Copy, distribute, or exploit content without permission.

We reserve the right to suspend or restrict access if these terms are breached. We aim to keep all information accurate and up to date, but content is provided for general information only. We do not guarantee completeness or accuracy, and we may update or change content at any time.

4. Intellectual Property

All content on this Website and provided during our Services, including text, graphics, branding, documents, and training materials, is owned by or licensed to Clear Momentum Ltd. This content is protected by intellectual property laws. You may not reproduce, modify, or reuse any materials without our prior written consent.

5. Basis of Contract and Services

5.1 We provide professional services, the specific details, scope, and pricing of which will be agreed upon separately in writing through a proposal or contract.

5.2 The Contract shall be formed when we accept your order or signed proposal in writing.

5.3 Any proposal submitted to you will remain valid for the period stated within it. If no period is specified, the proposal remains valid for the date of issue.

5.4 No variation of these Conditions shall be binding unless agreed in writing by a director of Clear Momentum Ltd.

6. Price and Payment Terms

6.1 The price for our Services will be set out in our agreed proposal or invoice. All prices quoted are exclusive of VAT, which will be charged at the rate in force at the time of invoicing if applicable.

6.2 Unless otherwise agreed in writing, fees must be paid in accordance with the agreed proposal or invoice prior to the commencement of the Services.

6.3 You must pay each invoice without any set-off or other deduction. Time of payment is of the essence.

6.4 If you fail to pay any invoice in full by the due date, we reserve the right to:

Suspend or cancel any further Services.

Charge interest at the rate of 8% over the base rate of the Bank of England from the date payment fell due to the date of payment, pursuant to the Late Payment of Commercial Debts (Interest) Act 1998, as amended.

Claim compensation and debt recovery costs pursuant to the Late Payment of Commercial Debts Regulations.

6.5 Payments made are non-refundable unless explicitly stated otherwise in the Contract.

7. Client Responsibilities

To ensure the successful delivery of our Services, you agree to:

Provide accurate, complete, and timely information.

Engage in good faith throughout the service period.

Meet agreed deadlines and commitments.

We are not responsible for outcomes or delays where your cooperation is limited, or the information provided is inaccurate. We reserve the right to charge for any additional work required as a result of incomplete or inaccurate instructions.

8. Cancellation and Rescheduling

8.1 Unless otherwise agreed in writing, you must provide no less than 48 hours' notice to cancel or reschedule a booked session.

8.2 We reserve the right to charge for late cancellations or missed sessions.

8.3 In the event you wish to cancel an entire Contract, you may only do so with our written consent. You shall indemnify us in full against all loss, costs, damages, charges, and expenses incurred as a result of the cancellation.

8.4 We may reschedule Services where necessary due to unforeseen circumstances beyond our control.

9. Disclaimer of Results

While we aim to provide high-quality services and expert guidance, we do not guarantee specific outcomes, financial gains, or business results. All recommendations and advice are provided based on information available at the time and should be implemented entirely at your own discretion.

10. Limitation of Liability

10.1 To the fullest extent permitted by law, we shall not be liable for any loss of goodwill, loss of business, loss of profits, loss of anticipated savings, or for any indirect, consequential, or special loss.

10.2 Our total liability in respect of all other direct loss arising under or in connection with the Contract shall be limited to the total fees paid by you for the relevant Service.

10.3 Nothing in these Terms limits our liability for death or personal injury caused by our negligence, fraud, fraudulent misrepresentation, or any other liability that cannot be excluded under UK law.

11. Confidentiality and Data Protection

11.1 Both parties agree to keep confidential any sensitive or proprietary information shared during the course of working together, and will not disclose it to any third party without prior written consent.

11.2 We process personal data in strict accordance with our Privacy Policy and UK GDPR requirements.

12. Termination

12.1 Either party may terminate the Contract with immediate effect if the other party makes any voluntary arrangement with its creditors, becomes bankrupt, goes into liquidation, or ceases to carry on business.

12.2 We may terminate the Contract at any time by written notice if you fail to pay any outstanding fees or if continued engagement becomes unfeasible due to a material breach of these Terms.

12.3 On termination, you must immediately pay all outstanding invoices. The accrued rights of the parties as at termination shall not be affected.

13. Force Majeure

We shall not be liable to you or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of our obligations if the delay or failure was due to any cause beyond our reasonable control, including but not limited to industrial action, failure of a utility service, act of God, war, civil commotion, compliance with any law, accident, or default of sub-contractors.

14. General Provisions

14.1 Third Party Rights: A person who is not a party to the Contract has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term.

14.2 Notice: Notices sent by first class post shall be deemed served on the next Working Day. Notices sent by email shall be deemed served at the time of transmission provided it occurs on a Working Day between 9:00 a.m. and 5:00 p.m. GMT.

14.3 Entire Agreement: The Contract constitutes the entire agreement between the parties and supersedes any previous agreement or understanding.

14.4 No Partnership or Agency: This Contract does not constitute any partnership, joint venture, or agency between the parties.

14.5 Severance: If any provision of these Conditions is held invalid or unenforceable, the validity of the other provisions shall remain in full force.

14.6 Waiver: No delay by either party in exercising any right shall be deemed a waiver of that right.

15. External Links

This Website may contain links to third-party websites. We are not responsible for the content, policies, or practices of external websites.

16. Governing Law and Jurisdiction

These Terms and the Contract shall be governed by the laws of England and Wales. The parties agree to submit to the exclusive jurisdiction of the English courts to settle any dispute or claim arising out of or in connection with these Terms.

17. Contact Details

For any queries regarding these Terms, please contact us at:

Clear Momentum Ltd

Email: alex.sansom@clearmomentum.co.uk

Website: https://www.clearmomentum.co.uk/