Terms of Business — Calverna Consulting

These Terms of Business govern all services provided by Calverna Consulting, operated by Jordan Bernice as a sole trader. By instructing Calverna Consulting to carry out any work or by accepting a proposal, you are agreeing to these Terms of Business in full.

1. Definitions

"Calverna Consulting" means the career transition and outplacement consultancy trading under that name, operated by Jordan Bernice as a sole trader.

"Client" means the organisation, company, employer or third party (including employment law solicitors acting on behalf of an employer) commissioning services from Calverna Consulting.

"Candidate" means the individual employee or former employee receiving outplacement or career transition support under a programme commissioned by the Client.

"Services" means any career transition, outplacement, CV writing, LinkedIn optimisation, coaching, interview preparation or related services provided by Calverna Consulting.

"Commencement" means the point at which services are formally engaged, being the earlier of: (a) the Client confirming instruction by any means; or (b) Calverna Consulting beginning work on any deliverable.

2. Services

2.1Calverna Consulting will provide career transition and outplacement services as agreed with the Client at the point of engagement.

2.2All services are delivered personally by Calverna Consulting. Calverna Consulting reserves the right to engage suitably qualified associates to assist with delivery where necessary, provided that overall responsibility for quality and delivery remains with Calverna Consulting at all times.

2.3Calverna Consulting does not guarantee that any Candidate will secure new employment as a result of services provided. The services are designed to support and equip Candidates in their job search and career transition; they do not constitute a recruitment or job placement service.

2.4All written materials produced by Calverna Consulting are created for the exclusive personal use of the named Candidate. They may not be resold, distributed commercially or shared beyond the intended use without prior written consent.

2.5Where the Client requests services outside the agreed Package scope, Calverna Consulting will provide a written quotation for the additional work. No additional services will be delivered without written agreement on scope and fees.

3. Delivery & Timelines

3.1For individual packages, Calverna Consulting will endeavour to deliver written deliverables within five (5) working days of receiving all required information from the Candidate and confirmed instruction from the Client.

3.2The delivery timeline commences only once all necessary background information, documentation and confirmation of job targets has been received from the Candidate. Delays caused by incomplete or late submission of information will not be attributable to Calverna Consulting.

3.3For Elite Package clients and Group & Corporate programmes, priority delivery timelines will be agreed in writing at the point of engagement.

3.4Calverna Consulting will make reasonable efforts to accommodate specific deadlines communicated by the Client at the point of engagement. Deadlines not communicated prior to commencement cannot be guaranteed.

4. Fees & Payment

4.1Fees are as set out in the Calverna Consulting Services document current at the time of engagement, or as otherwise agreed in writing between the parties.

4.2Invoices will be raised by Calverna Consulting upon Commencement of services. For individual packages, a single invoice will be issued per Candidate at the point of commencement.

4.3All invoices are due for payment within fourteen (14) days of the invoice date unless otherwise agreed in writing.

4.4The Client is solely responsible for payment of all fees. Fees are not dependent on the outcome of the Candidate's job search or any other result.

4.5In the event of late payment, Calverna Consulting reserves the right to charge statutory interest at 8% per annum above the Bank of England base rate, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

4.6Calverna Consulting reserves the right to suspend delivery of services where fees remain outstanding beyond thirty (30) days of the invoice due date.

4.7All fees quoted are exclusive of VAT. Should Calverna Consulting become VAT registered, VAT will be applied to all invoices at the prevailing rate.

5. Cancellation & Refunds

5.1Once services have commenced, the full fee for the agreed Package is due regardless of whether the Candidate chooses to proceed with, pause or discontinue the programme. No refunds will be issued once Commencement has occurred.

5.2Where a Candidate is referred but does not commence their programme (i.e. no background information has been submitted and no work has been undertaken), no invoice will be raised.

5.3For Group & Corporate programmes, invoicing is on a per-Candidate basis. Candidates who are referred but do not commence will not be invoiced.

5.4If the Client wishes to cancel a Group & Corporate programme in its entirety after commencement, fees will be due in respect of all Candidates who have commenced their programmes at the point of cancellation.

6. Revisions & Amendments

6.1Foundation and Executive Package clients are entitled to one (1) round of revisions to written deliverables within seven (7) days of delivery. Elite Package clients are entitled to two (2) rounds of revisions within fourteen (14) days of delivery.

6.2Revisions must be submitted in writing. Requests submitted outside of the applicable revision period may be subject to an additional charge.

6.3Requests that represent a material change in direction, job target or tone from the original brief may be treated as a new instruction and quoted accordingly.

7. Confidentiality

7.1All information shared by the Client or Candidate in connection with any programme will be treated as strictly confidential and will not be disclosed to any third party without prior written consent, except as required by law.

7.2Calverna Consulting will not make any public reference to, or use the name of, the Client or any Candidate in marketing, case studies or testimonials without prior written consent.

7.3Where specifically requested by the Client, Calverna Consulting is prepared to enter into a separate Non-Disclosure Agreement prior to the commencement of any programme.

8. Data Protection

8.1Calverna Consulting processes personal data in accordance with the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018.

8.2Personal data provided by the Client or Candidate will be used only for the purpose of delivering the agreed services and will not be shared with third parties for marketing purposes.

8.3The Client is responsible for ensuring it has obtained any necessary consent from its employees (Candidates) for their personal data to be shared with Calverna Consulting.

9. Intellectual Property

9.1All written materials produced by Calverna Consulting become the property of the Candidate upon delivery and full payment of the applicable fee.

9.2Calverna Consulting retains ownership of all templates, methodologies, frameworks, training materials and proprietary processes used in the delivery of services.

10. Liability

10.1Calverna Consulting's total liability to the Client in connection with any engagement shall not exceed the fees paid by the Client in respect of the specific programme or Package to which the claim relates.

10.2Calverna Consulting shall not be liable for any indirect, consequential or economic loss, including but not limited to loss of revenue, loss of profit or reputational damage.

10.3Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud or any other matter which cannot be limited or excluded by law.

11. Referral Relationships

11.1Where services are commissioned via a third party referral, the employer or organisation commissioning the services remains solely and directly liable to Calverna Consulting for all fees and obligations under these Terms.

11.2The referring third party carries no liability for the quality, delivery or outcome of any services provided by Calverna Consulting.

11.3Calverna Consulting does not pay referral fees to third parties unless separately agreed in writing.

12. Force Majeure

12.1Calverna Consulting shall not be in breach of these Terms or liable for any failure or delay in performance arising from circumstances beyond its reasonable control, including illness, acts of God, governmental action, pandemic, or failure of third-party systems.

13. Governing Law & Disputes

13.1These Terms of Business shall be governed by and construed in accordance with the law of England and Wales.

13.2In the event of a dispute, the parties agree to attempt resolution in good faith through direct discussion before pursuing formal legal proceedings.

13.3The courts of England and Wales shall have exclusive jurisdiction over any dispute that cannot be resolved through mediation.

14. General

14.1These Terms constitute the entire agreement between Calverna Consulting and the Client in respect of the subject matter herein.

14.2No variation to these Terms shall be effective unless agreed in writing by an authorised representative of Calverna Consulting.

14.3Calverna Consulting reserves the right to update these Terms of Business from time to time. Updated Terms will be published at calverna.com and will apply to all engagements commencing after the date of publication.

15 – 19. Additional Provisions

15Third Party Instructions. Where services are commissioned following a referral, the employer remains solely and directly liable for all fees. Calverna Consulting's right to payment is against the employer directly in all circumstances.

16Right to Showcase. Calverna Consulting reserves the right to reference outcomes of completed programmes in anonymised marketing materials. No identifying information will be disclosed without prior written consent.

17Additional Instructions & Scope. Any request for services beyond the agreed Package constitutes a new instruction and will be treated as a chargeable engagement.

18Group Programme Payment Responsibility. For all Group and Corporate programmes, the employer is the Client and is solely responsible for all fees, regardless of how the programme was introduced or arranged.

19Programme Pause & Candidate Disengagement. Where a Candidate becomes unresponsive or ceases contact, the programme remains active and the full fee remains due. The fee obligation is not affected by Candidate disengagement.