These Terms of Service set out the basis on which SHE ADVISORY SERVICES LTD provides its website and its professional services. They are written to be clear rather than intimidating, and they apply to every visitor, enquirer and client. By using this website or engaging the company, a person or organisation agrees to these terms. The company is SHE ADVISORY SERVICES LTD, registered in the United Kingdom.
Agreement To These Terms
By accessing this website, submitting an enquiry or engaging SHE ADVISORY SERVICES LTD to provide services, a person or organisation accepts these Terms of Service and agrees to be bound by them. A person who does not accept these terms should not use the website and should not engage the company.
These terms apply together with any written proposal, statement of work or signed agreement between the company and a client. Where a signed agreement conflicts with these terms, the signed agreement takes priority for that engagement. Where no signed agreement exists, these terms govern the relationship to the extent permitted by law.
Where a person accepts these terms on behalf of an organisation, that person confirms that they have authority to bind the organisation. The organisation is then responsible for compliance with these terms by everyone who accesses the services through it.
Definitions Used In These Terms
The company means SHE ADVISORY SERVICES LTD, registered in the United Kingdom with its office at Heathfield, Mansfield Road, Heath, CHESTERFIELD - S44 5SE, United Kingdom (GB). The client means the person or organisation that engages the company. The services means the advisory, integration, architecture, cloud, data and security work described in a proposal or statement of work.
Deliverables means the documents, models, configurations, reports, code and other materials produced for the client. Project data means information belonging to the client that the company handles during an engagement. Website means the pages published at the domain associated with the company. Business day means a day other than a Saturday, Sunday or public holiday in the United Kingdom.
Writing includes email and any other durable electronic form agreed by the parties, unless a specific clause requires a signature. A reference to a statute includes any amendment or replacement of it. Headings are for convenience only and do not affect interpretation.
About The Company
SHE ADVISORY SERVICES LTD is a computer systems design and advisory practice. The company provides digital transformation advisory, systems integration programmes, enterprise architecture reviews, cloud migration services, data platform engineering and cyber security assessments. The practice is based in Chesterfield and works with clients across the United Kingdom and internationally.
The company operates from Heathfield, Mansfield Road, Heath, CHESTERFIELD - S44 5SE, United Kingdom (GB). Enquiries may be sent to help@sheadvisory.lat or made by telephone on +14407451674 during business hours. The company reserves the right to decline any engagement and to determine the means by which its services are delivered.
Use Of This Website
The website is provided for information about the company and its services. A visitor may view the pages, print them for personal or internal business reference, and share links to them. A visitor must not attempt to gain unauthorised access to any part of the website or to any system connected to it.
A visitor must not use the website in a way that interferes with its operation or with the access of any other person. Automated scraping, denial of service activity, the introduction of malicious code and any attempt to probe or test the security of the website without written permission are prohibited.
The company may suspend, withdraw or change any part of the website at any time without notice. The company does not guarantee that the website will always be available and does not accept responsibility for any loss caused by unavailability, except where the law does not permit that exclusion.
Intellectual Property In The Website
All content on the website, including text, layout, graphics, code and the watchmaker bench visual motif, is owned by SHE ADVISORY SERVICES LTD or used under licence. Nothing in these terms transfers ownership of that content to a visitor.
A visitor may not copy, reproduce, modify, distribute, sell or republish any substantial part of the website without written permission from the company. Short quotations with clear attribution and a link to the source are permitted for the purpose of fair comment, review or reporting.
The company name, the practice name SHE Advisory and any associated marks may not be used in a way that suggests endorsement, partnership or affiliation without written permission. All rights not expressly granted in these terms are reserved.
Enquiries, Proposals And Formation Of Contract
An enquiry made through the website, by email or by telephone does not create a contract. The company responds to enquiries on a best efforts basis and is not obliged to accept any particular engagement. Information provided in the course of an enquiry is used to determine whether the company can help and how.
The company may provide a written proposal describing the proposed services, the deliverables, the timescales and the fees. A proposal is valid for the period stated in it and may be withdrawn before acceptance. A contract is formed only when the client accepts the proposal in writing and, where required, the company confirms acceptance.
Where the parties sign a separate agreement, that agreement governs the engagement and these terms apply in support of it. Where the parties proceed without a signed agreement, the accepted proposal together with these terms forms the contract between them.
Scope Of Professional Services
The company provides professional advisory and design services with reasonable skill and care. The services are delivered by experienced consultants and are documented as they proceed. The company works to recognised good practice in architecture, integration, cloud, data and security, and adapts its methods to the circumstances of each client.
The scope of an engagement is defined in the proposal or statement of work. Work outside that scope is treated as a change and managed under the change control clause below. The client is responsible for the decisions it takes on the basis of the advice received, and the company is not responsible for the consequences of a decision the client takes against that advice.
Advisory work may include recommendations about third party products. The company does not guarantee the behaviour of a third party and does not act as the supplier of a third party product unless the written agreement expressly says so.
Client Responsibilities
The client agrees to provide the information, access and cooperation the company reasonably needs to perform the services. This includes timely access to systems, knowledgeable staff members, relevant documentation and any approvals required during the engagement. Delay caused by a failure to provide these things may affect timescales and may lead to an adjustment of the plan.
The client is responsible for the accuracy of the information it provides and for ensuring that it has the right to share any information given to the company. The client is responsible for maintaining its own business continuity arrangements and for any data it holds, unless the written agreement places a specific obligation on the company.
The client is responsible for complying with the laws that apply to it and for obtaining any consent needed before the company accesses a system or handles information during the engagement. Where the client is subject to a regulatory framework, the client remains responsible for meeting it.
Fees, Invoicing And Payment
The fees for an engagement are set out in the proposal or statement of work. Unless stated otherwise, fees are exclusive of value added tax and any other applicable tax, which are added where required by law. Fees may be fixed, time based or a combination of both, and the basis is always recorded in writing.
Unless stated otherwise, invoices are issued monthly for time based work and on a milestone basis for fixed price work. Invoices are payable within the period stated on the invoice, which is normally thirty days from the date of issue. The company may require a deposit or an advance before work begins on a new engagement.
Where an invoice is not paid by the due date, the company may charge interest at the statutory rate and may suspend work until payment is received. The client is responsible for any reasonable costs incurred in recovering an overdue amount. Disputed amounts should be raised in writing promptly so that the parties can resolve the question without delaying the undisputed element.
Changes To Scope And Change Control
Every engagement is planned against a defined scope. Where the client requests work that falls outside that scope, or where a discovery during delivery makes additional work necessary, the company will describe the change, its effect on timescales and its effect on fees before the work is carried out.
A change takes effect when the client accepts it in writing. Until then the company continues with the original scope. This protects both parties from unexpected cost and ensures that the plan remains a reliable basis for decision making.
Where a change is urgent, the company may proceed on the basis of a written instruction confirming that the change is required, with the detail documented afterwards. The company will not use change control to expand an engagement unreasonably, and it will always explain why a change is necessary in terms the client can evaluate.
Delivery, Timescales And Dependencies
The company delivers the services with reasonable skill and care and works to the timescales set out in the proposal or statement of work. Timescales are estimates unless the written agreement states that a date is fixed, and they depend on the client meeting its own responsibilities.
Where a deliverable depends on a third party, such as a software vendor or a hosting provider, the company is not responsible for a delay caused by that third party but will take reasonable steps to mitigate the effect and to keep the client informed. Where a delay is caused by the client, the company may adjust the plan and charge for time that cannot be usefully redeployed.
The company will notify the client promptly of any risk that a date may be missed and will propose a remedy. Acceptance of a deliverable occurs when the client confirms acceptance in writing or, where the agreement provides for it, when a defined acceptance period passes without a written objection.
Confidentiality
Each party may receive information that is confidential to the other. Confidential information includes technical, commercial, financial and operational information that is not public, whether or not it is marked as confidential. Each party agrees to use confidential information only for the purpose of the engagement and to protect it with at least the care it applies to its own confidential information.
Confidential information may be shared with employees, consultants and professional advisers who need it for the engagement and who are bound by confidentiality obligations. It may also be disclosed where the law requires it, provided that the party required to disclose gives the other as much notice as is lawful and reasonably practicable.
These obligations continue after the engagement ends. Confidential information does not include information that is already public, that becomes public without a breach, that was lawfully known before disclosure, or that is independently developed without reference to the confidential information.
Intellectual Property In Deliverables
Unless the written agreement says otherwise, the client owns the deliverables created specifically for it once the fees relating to those deliverables have been paid. The company owns the methods, tools, templates, generic models and know how used to produce the deliverables, together with any pre existing materials it brings to the engagement.
The company grants the client a perpetual, non exclusive licence to use the company materials that are embedded in the deliverables, to the extent needed to use and operate those deliverables. This licence does not permit the client to resell the company materials as a standalone product.
Where a deliverable includes third party components, the licence terms of the third party govern those components. The company will identify any such components and their terms so that the client understands the position before acceptance.
Data Protection And Client Data
Each party will comply with the data protection law that applies to it. Where the company processes personal information on behalf of the client, the company acts as a processor and the client acts as the controller. The company processes such information only on the client written instructions and only for the purpose of the engagement, unless the law requires otherwise.
The company applies appropriate technical and organisational measures to protect personal information and will assist the client in responding to requests from individuals and in meeting the client own obligations. The company will notify the client without undue delay if it becomes aware of a personal data breach affecting the client information.
Further detail on how the company handles personal information appears in the Privacy Policy published on this website. Where these terms and the Privacy Policy both apply, they should be read together, and the Privacy Policy governs the handling of personal information.
Warranties And Service Standards
The company warrants that it will perform the services with reasonable skill and care and in accordance with good industry practice. The company does not warrant that a system will be free from every defect, that a security assessment will identify every weakness, or that a migration will be free from unforeseen difficulty, because such outcomes cannot be guaranteed by any honest supplier.
Where a deliverable does not meet the agreed standard, the company will remedy the matter at no additional cost, provided the client reports it within a reasonable period and the shortfall is not caused by a change in the client environment or by a third party. This remedy is the client primary right where a service falls short of the agreed standard.
Except as expressly stated in these terms or in the written agreement, the company excludes all other warranties to the extent permitted by law, including any implied warranty of fitness for a particular purpose. Nothing in these terms excludes a warranty or right that cannot lawfully be excluded.
Limitation Of Liability
Nothing in these terms limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot be limited by law. Those liabilities are unaffected by any other clause.
Subject to that, the company total liability arising from or connected with an engagement is limited to the total fees paid by the client for the services giving rise to the claim. This limit applies to the engagement as a whole rather than to each incident separately.
Subject to the first paragraph of this clause, the company is not liable for loss of profit, loss of revenue, loss of anticipated saving, loss of data, loss of business opportunity or any indirect or consequential loss, whether the claim arises in contract, tort, negligence or otherwise, and whether or not the possibility of such loss was known. The company is not liable for the acts or omissions of a third party.
Indemnities
The client agrees to indemnify the company against claims, losses and reasonable costs arising from information the client provides that it does not have the right to provide, from use of a system in a manner not authorised, from a breach by the client of applicable law, or from a breach by the client of these terms.
The company agrees to indemnify the client against claims that a deliverable created by the company infringes the intellectual property rights of a third party, provided the client notifies the company promptly, allows the company to control the defence, and does not settle the claim without the company agreement. This indemnity does not apply where the claim arises from modification of the deliverable by the client or from use in combination with something the company did not supply.
Where an indemnity applies, the indemnifying party may satisfy it by procuring the right for the other party to continue using the item, by replacing or modifying the item so that it no longer infringes, or by refunding the amount paid for it and requiring its return. Each party will take reasonable steps to reduce the loss it suffers.
Termination And Suspension
Either party may terminate an engagement by giving the period of written notice stated in the agreed terms. Where a fixed term engagement is terminated early, the client remains liable for fees for work performed up to the date of termination and for any commitments the company has reasonably entered into and cannot cancel.
Either party may terminate immediately if the other commits a material breach that is not remedied within a reasonable period after written notice, or if the other becomes insolvent or ceases to trade. The company may suspend services if an invoice is not paid, if the client breaches a confidentiality or acceptable use obligation, or if continuing would require the company to act unlawfully.
On termination the company will return or delete the client project data according to the agreed terms, will provide the deliverables completed to that point, and will issue a final invoice. Clauses that by their nature should survive termination, including confidentiality, intellectual property, liability and governing law, continue in force.
Third Party Products And Services
An engagement may involve third party software, cloud platforms or services. Those items are governed by the terms of the relevant supplier, and the client is responsible for complying with those terms and for paying the associated licence or usage charges unless the written agreement says otherwise.
The company may recommend a third party product based on its professional judgement, but it does not control the supplier and is not responsible for changes to a licence, a feature, a price or a service level. Where a third party withdraws a product or changes it in a way that affects an engagement, the company will advise on options and manage the change under the change control clause.
Where the company resells a third party service as part of an engagement, the written agreement will set out the terms on which that resale is made and the extent to which the company is responsible for the underlying service.
Acceptable Use Of Systems
The company systems, including its website, email and any portal provided to a client, must be used lawfully and respectfully. A user must not attempt to access an account without authority, must not upload malicious code, must not use the systems to send unsolicited bulk communication, and must not use them in a way that damages or disrupts the service for others.
A user must not use the systems to store or transmit material that infringes the rights of another person, that is defamatory, or that is unlawful in the jurisdiction where it is held. The company may remove material and suspend access where it reasonably believes a breach has occurred.
The company logs activity on its systems for security and operational purposes. A user should have no expectation of privacy in relation to activity on company systems other than the protections described in the Privacy Policy. Suspected abuse may be reported to help@sheadvisory.lat and will be investigated.
Force Majeure
Neither party is liable for a failure or delay caused by an event beyond its reasonable control. Such events include natural disaster, epidemic, war, civil unrest, government action, failure of a public utility or network, and widespread failure of a third party service on which the engagement depends.
The affected party will notify the other as soon as reasonably practicable and will take reasonable steps to reduce the effect of the event. The obligations of the affected party are suspended for the duration of the event, and the timescales in the plan are adjusted accordingly.
If the event continues for a prolonged period, either party may terminate the affected part of the engagement by written notice. Where termination occurs under this clause, the client pays for work performed up to that point and the company returns or deletes client project data as agreed.
Governing Law And Disputes
These terms and any dispute arising from them are governed by the law of England and Wales. The parties submit to the exclusive jurisdiction of the courts of England and Wales, except that either party may seek relief in any court of competent jurisdiction to protect its intellectual property or confidential information.
Before beginning proceedings, the parties will attempt to resolve a dispute through good faith discussion between senior representatives. A party raising a dispute will set out the matter in writing, and the other party will respond within a reasonable period. This step is intended to resolve issues quickly and to avoid unnecessary cost.
Where a dispute cannot be resolved by discussion, the parties may agree to mediation before proceeding to court. Nothing in this clause prevents a party from taking urgent action to protect its position where a delay would cause serious harm.
Changes To These Terms
The company may update these terms from time to time to reflect changes in its services, in the law or in good practice. The current version is the one published on this website, and the effective date appears with it. Where a change is material, the company will give reasonable notice before it takes effect.
A change does not alter the terms of an engagement already governed by a signed agreement unless the parties agree otherwise in writing. Continuing to use the website or to engage the company after a change takes effect means that the updated terms apply to the new relationship.
A person who does not agree with a change should contact the company to discuss the position before continuing. Previous versions are available on request for a reasonable period after a change.
How To Contact The Company
Questions about these terms are welcome and are answered by the senior consultants who run the engagements. The registered office is Heathfield, Mansfield Road, Heath, CHESTERFIELD - S44 5SE, United Kingdom (GB). The contact email address is help@sheadvisory.lat, and the telephone number is +14407451674.
Business hours are Monday to Friday, 09:00 to 17:30. Written enquiries are preferred for matters that require a record, and the company will confirm receipt where a response is likely to take more than a short time.
Please include the company name, the nature of the question and any relevant reference so that the company can respond accurately. These terms should be read together with the Privacy Policy published on this website.