Legal
Terms & Conditions
The terms that govern our professional services, fees, engagements and client responsibilities.
Terms Version V1.3
Last Updated: 15 August 2023
1. Introduction
These Terms & Conditions govern the provision of professional services by UK Victoria Insights Advisors (“we”, “us”, “our”) to individuals, founders, entrepreneurs, companies and other clients (“you”, “your”, “Client”).
By accepting a quotation, proposal, Engagement Agreement, Service Agreement or Statement of Work, making a payment, booking a paid service, or otherwise instructing us to commence professional work, you agree to these Terms & Conditions together with any service-specific terms provided to you.
Individual engagements may also be governed by a quotation, proposal, invoice, payment schedule, Engagement Agreement, Service Agreement, Statement of Work or other written confirmation.
These documents should be read together. Where a specific engagement document contains additional or more specific provisions relevant to that engagement, those provisions will apply alongside these Terms.
Nothing in these Terms excludes or restricts any rights or remedies that cannot lawfully be excluded.
2. About Our Services
UK Victoria Insights Advisors provides professional business consultancy, planning, management, innovation, technology and business-development support.
Our services may include:
- Business idea evaluation
- Business idea validation
- Innovation assessment
- Market research
- Competitor analysis
- Commercial research
- Business-model development
- Business-plan preparation
- Financial-plan preparation
- Financial forecasting
- Commercial strategy
- Go-to-market strategy
- MVP / prototype development
- Product-development planning
- Technology strategy
- Software and digital-product development support
- Business presentation preparation
- Business interview preparation
- Supporting business documentation
- Company-establishment support
- Business-management support
- Founder mentoring and guidance
- Marketing support
- Sales strategy
- Customer-acquisition strategy and support
- Business performance monitoring
- Monthly business progress reporting
- Business review preparation
- R&D support and documentation
- Intellectual-property strategy support
- Business evidence organisation
- Financial-planning support
- Business compliance support
- Growth and scalability planning
- Other professional business services agreed with the Client
The exact scope of each engagement will be determined by the applicable proposal, quotation, agreement, invoice or other written confirmation.
3. Innovator Founder Business Services
UK Victoria Insights Advisors provides specialist business consultancy and business-support services for entrepreneurs pursuing or operating businesses under the Innovator Founder route.
Pre-Endorsement Services
These may include:
- Business idea evaluation
- Innovation assessment
- Market research
- Business-model development
- Business-plan preparation
- Financial-plan development
- MVP / prototype development
- Commercial strategy
- Presentation preparation
- Business interview preparation
- Supporting business documentation
Post-Endorsement Services
These may include:
- Company registration and establishment support
- Business setup and operational planning
- Founder mentorship and guidance
- Business-management support
- Product and technology-development support
- MVP and product-roadmap development
- Marketing and sales support
- Customer-acquisition strategy and implementation support
- Financial planning
- Budgeting and forecasting
- Business-performance monitoring
- Monthly progress reporting
- Endorsing-body review preparation
- Business-plan updates
- Financial-plan updates
- R&D planning and documentation
- Intellectual-property support
- Business evidence organisation
- Compliance support
- Growth and scalability planning
Our Innovator Founder services are business services.
We are not an endorsing body and do not make endorsement decisions.
Our services do not include regulated immigration advice or immigration representation. Where such advice is required, Clients should obtain it separately from an appropriately authorised professional.
4. Nature of Professional Services
The Client acknowledges that professional consultancy work may involve substantial activity before a final document, product, report or other visible deliverable is produced.
Work may include:
- Initial assessment
- Consultations
- Research
- Founder assessment
- Business assessment
- Market research
- Competitor research
- Commercial analysis
- Strategy development
- Financial modelling
- Technical analysis
- Product research
- Innovation assessment
- Planning
- Drafting
- Internal review
- Document preparation
- Meetings
- Correspondence
- Project management
- Contractor coordination
- Development work
- Quality assurance
- Revisions
- Third-party coordination
Professional value is therefore not necessarily measurable solely by the number of pages, documents, software screens or other final deliverables produced.
The absence of a final deliverable at a particular point does not mean that professional work has not been performed or costs have not been incurred.
5. Commencement of an Engagement
An engagement will normally be regarded as having commenced when one or more of the following occurs:
- An Engagement Agreement is accepted or signed.
- A quotation or proposal is accepted.
- An agreed payment is received.
- The Client provides written authority to proceed.
- The Client supplies information or documentation so that work can begin.
- We allocate professional resources to the engagement.
- Research, planning, preparation or development begins.
- Third-party work is commissioned on behalf of the project.
Once an engagement has commenced, we may immediately allocate professional time, reserve resources, commence research, prepare materials, engage team members or contractors and incur project-related costs.
6. Fees and Payment
Fees will be specified in the relevant quotation, proposal, invoice, Engagement Agreement, Service Agreement or payment schedule.
Unless otherwise agreed:
- Required advance payments must be received before work commences.
- Instalments must be paid according to the agreed payment schedule.
- We may suspend work where payment becomes overdue.
- Additional work outside the agreed scope may incur additional charges.
- Third-party costs may be charged separately unless expressly included.
- Applicable taxes will be added where legally required.
Instalment Payments
Where a service is paid by instalments, the instalments represent an agreed commercial payment arrangement.
They should not be interpreted as meaning that each instalment corresponds to an identical percentage of work or a specific percentage of project completion.
Professional effort and expenditure may be greater at particular stages of an engagement.
7. Non-Refundable Professional Fees
Important Fee Policy
Unless expressly agreed otherwise in writing, fees paid to UK Victoria Insights Advisors are non-refundable once professional services have commenced, except where a refund or other remedy is agreed in writing and is applicable.
This policy reflects the nature of professional consultancy engagements.
From commencement, we may:
- Allocate professional personnel
- Reserve project capacity
- Conduct research
- Undertake analysis
- Develop strategies
- Prepare business documentation
- Begin financial modelling
- Commence product or technology work
- Hold meetings
- Engage contractors
- Commission third-party services
- Make advance payments
- Incur other project-specific costs
A considerable amount of professional work may therefore take place before a final deliverable is issued.
The Client acknowledges that payment is made for the professional engagement and resources required to provide the agreed services and is not merely payment for possession of a final document.
Nothing in this section overrides any statutory right that cannot lawfully be excluded.
8. Client Withdrawal, Cancellation or Change of Mind
Where a Client voluntarily decides to discontinue an engagement after professional services have commenced, fees already paid will normally remain non-refundable, subject to applicable law.
This includes circumstances where the Client:
- Changes their mind
- Decides not to proceed with the business
- Changes their business idea
- Abandons the proposed project
- Decides not to proceed with an endorsement application
- Withdraws from the endorsement process
- Chooses another adviser or service provider
- Decides not to use work already prepared
- Experiences a change in personal or commercial circumstances
- Experiences difficulty obtaining funding
- Stops responding
- Fails to supply required information
- Delays the project indefinitely
- Otherwise chooses not to continue
Such circumstances do not automatically create an entitlement to repayment of professional fees already paid.
11. Third-Party and Outsourced Work
UK Victoria Insights Advisors may use employees, consultants, contractors or other specialists where appropriate for the provision of agreed services.
These may include:
- Researchers
- Business consultants
- Financial-modelling specialists
- Software developers
- Designers
- Product specialists
- Marketing professionals
- Technical consultants
- Other service providers
We may make advance payments or other financial commitments to such parties in connection with a Client's engagement.
The Client's subsequent withdrawal, cancellation, project suspension or change of mind does not automatically create a right to recover from UK Victoria Insights Advisors amounts already committed or incurred in connection with the engagement.
We remain responsible for managing services supplied under our own contractual obligations, except where the Client separately contracts directly with an independent third-party provider.
12. Specialist and Regulated Professional Services
Certain matters may require appropriately qualified or regulated professionals.
These may include:
- Legal services
- Accounting
- Taxation
- Audit
- Intellectual-property representation
- Patent services
- Trademark services
- Regulated financial advice
- Other specialist professional services
Where appropriate, we may introduce, coordinate or work alongside independent professional providers.
Unless expressly included within our own contractual scope, those professionals remain independently responsible for their own advice and services.
13. No Guarantee of Endorsement
UK Victoria Insights Advisors provides professional business preparation and consultancy services.
We do not guarantee that an Innovator Founder endorsement will be granted.
Endorsement decisions are made independently by the relevant endorsing body.
The endorsing body may make its assessment using factors including:
- The founder
- Business proposition
- Innovation
- Viability
- Scalability
- Commercial model
- Market evidence
- Competition
- Product development
- MVP or prototype
- Financial assumptions
- Available resources
- Founder knowledge
- Business interview
- Supporting information
- Other relevant considerations
The ultimate assessment and decision are outside our control.
Our professional fees are charged for the services we provide and are not conditional upon the Client receiving endorsement.
14. Unsuccessful Endorsement and Refunds
An unsuccessful endorsement decision does not, by itself:
- Establish that our professional services were defective
- Establish that the business plan was defective
- Establish that the financial plan was defective
- Establish that an MVP or prototype was defective
- Establish negligence
- Establish breach of contract
- Create an automatic right to a refund
Different endorsing bodies or individual assessors may reach different commercial conclusions concerning the same or similar business propositions.
An endorsing body may also reject a proposition for reasons outside the scope of the particular services commissioned from us.
Where we have provided the professional services agreed with the Client, the applicable fee remains payable regardless of the ultimate endorsement decision, subject to rights and remedies that cannot lawfully be excluded.
15. Post-Endorsement Reviews
Where we provide post-endorsement support, we may assist Clients in preparing for business progress reviews, checkpoint meetings or other business reviews conducted by an endorsing body.
This may include organising and reviewing:
- Progress against the business plan
- Product development
- Financial performance
- Revenue
- Customers
- Marketing
- Sales
- Employment
- Investment
- R&D
- Intellectual property
- Business evidence
- Milestones
- KPIs
- Business-plan changes
- Financial-plan changes
We do not conduct the endorsing body's review and do not control its decision.
We therefore cannot guarantee that an endorsing body will reach any particular conclusion following a business review.
16. Business Plans
Business plans are prepared based upon information reasonably available at the time, including:
- Information supplied by the Client
- Market research
- Industry information
- Commercial assumptions
- Business strategy
- Financial assumptions
- Management expectations
- Research and analysis
Business plans are forward-looking documents.
They do not guarantee:
- Endorsement
- Customer acquisition
- Revenue
- Profit
- Funding
- Investment
- Product-market fit
- Market acceptance
- Commercial success
- Future business performance
Business conditions may change after preparation of the plan.
17. Financial Plans and Forecasts
Financial plans contain projections and assumptions concerning future business performance.
These may include assumptions relating to:
- Sales
- Pricing
- Revenue
- Customer numbers
- Direct costs
- Operating expenditure
- Employment
- Salaries
- Product-development expenditure
- Marketing expenditure
- Investment
- Working capital
- Growth
Actual results may differ materially from forecasts.
Financial forecasts therefore represent planning assumptions rather than guarantees of future results.
The Client remains responsible for decisions made in operating their business.
Accounting, taxation or other regulated financial matters should be reviewed by an appropriately qualified professional where required.
18. Market Research
Market research and competitor information are based upon sources reasonably available at the time the research is performed.
Markets can change.
Competitors may change their:
- Products
- Services
- Pricing
- Technology
- Strategies
- Market positioning
Published statistics may also subsequently be revised.
We therefore do not guarantee that external market information will remain unchanged after the date of the relevant research.
19. MVP, Prototype and Product Development
Where our services include MVP, prototype, software or product development, the precise scope will be defined within the applicable engagement.
Services may include:
- Product requirements
- MVP definition
- Feature prioritisation
- User journeys
- UI/UX
- Prototype development
- Software development
- Technical architecture
- Integrations
- Testing
- Deployment
- Product roadmap
- Contractor coordination
The purpose of an MVP or prototype is normally to demonstrate and validate core functionality rather than reproduce every proposed feature of the future commercial product.
Technical development may involve unforeseen complexity.
Estimated development timelines may therefore change due to:
- Technical issues
- Third-party APIs
- Integration requirements
- Testing findings
- Platform requirements
- Scope changes
- Client-requested changes
- External technical dependencies
Material changes to the agreed product scope may require additional fees and revised delivery times.
20. Innovation and R&D
Where we support innovation or R&D activities, our role may include:
- Innovation strategy
- Research planning
- Product-development documentation
- Technical-development records
- R&D evidence preparation
- Commercial documentation
- Project coordination
- IP strategy support
We do not guarantee that any activity will qualify for a particular tax, intellectual-property, funding or regulatory treatment.
Such determinations may require independent specialist assessment.
21. Intellectual Property Support
Our IP-related business support may include:
- Identifying potentially protectable developments
- Organising technical information
- IP strategy
- Patent-readiness documentation
- Trademark planning
- Evidence organisation
- Coordination with specialist professionals
We do not guarantee that:
- A patent will be granted
- A trademark will be registered
- Intellectual property will be commercially successful
- Any particular claim will be accepted
Formal patent, trademark or legal representation should be undertaken by an appropriately qualified professional where required.
22. Client Responsibilities
The Client is responsible for providing information that is:
- Accurate
- Complete
- Genuine
- Current
- Not misleading
The Client must notify us promptly where information changes.
Clients remain responsible for factual information relating to matters including:
- Identity
- Founder history
- Qualifications
- Experience
- Employment
- Business activities
- Funding
- Investment
- Customers
- Contracts
- Revenue
- Expenses
- Intellectual property
- Product development
- Commercial relationships
We are entitled to rely reasonably upon information supplied by the Client.
23. False, Fabricated or Misleading Information
UK Victoria Insights Advisors will not knowingly assist in creating false or misleading business documentation.
We may suspend or terminate an engagement where we reasonably believe that a Client:
- Has supplied false information
- Has fabricated evidence
- Has deliberately concealed material facts
- Has provided forged documentation
- Is asking us to make false claims
- Is requesting unlawful activity
- Is seeking to misrepresent the true position of the business
Termination in these circumstances does not automatically entitle the Client to reimbursement of professional fees already paid, subject to applicable law.
24. Client Review and Approval
Clients must carefully review drafts and final materials supplied to them.
Particular attention should be given to:
- Names
- Dates
- Qualifications
- Experience
- Business history
- Funding
- Investment
- Product information
- Customer information
- Commercial information
- Financial figures
- Business assumptions
- Other factual information relating to the Client
Client approval confirms that the Client has had an opportunity to review the relevant document and, to the best of their knowledge, confirms the factual information concerning them and their business.
This provision does not remove our obligation to provide professional services with reasonable care and skill where that legal obligation applies. The Consumer Rights Act expressly implies a reasonable-care-and-skill term into qualifying consumer service contracts.
25. Business Interviews and Presentations
Where we provide interview or presentation preparation, our role is to help the founder genuinely understand and explain their business.
Preparation may cover:
- Business proposition
- Innovation
- Market
- Competition
- Commercial strategy
- Business model
- Financial assumptions
- Founder role
- Product development
- MVP
- Scalability
- Risks
- Implementation
The Client remains responsible for attending and answering any interview personally and truthfully.
We do not guarantee interview performance or the resulting decision.
We will not knowingly prepare false or misleading responses for Clients.
26. Revisions
The revision allowance for a particular service may be specified in the applicable quotation, proposal or Engagement Agreement.
Reasonable revisions within the original scope may be included.
A revision does not include creating a substantially different project.
Material changes may result in additional fees, including changes to:
- Business idea
- Product
- Market
- Technology
- Business model
- Founder structure
- Revenue model
- Financial assumptions
- Development requirements
- Commercial strategy
Where substantial changes are requested, we may provide a revised quotation.
27. Changes to the Business During an Engagement
Business propositions naturally evolve.
Where a Client wishes to make material changes during an engagement, we will assess whether those changes fall within the original agreed scope.
Where significant additional professional work is required, additional fees and revised timescales may apply.
We will seek to communicate any material scope implications before undertaking substantial additional work.
28. Client Delays and Non-Cooperation
Timely completion depends upon reasonable cooperation from the Client.
We will not be responsible for delays caused by:
- Missing information
- Late responses
- Delayed document provision
- Failure to attend meetings
- Delayed approvals
- Repeated changes
- Material scope changes
- Third-party delays
- Technical dependencies outside our reasonable control
Where the Client does not provide information required for the engagement to continue, work may be suspended.
29. Inactive or Abandoned Projects
Where a Client stops responding or fails to provide information needed to continue an engagement, we may classify the engagement as inactive after reasonable attempts to obtain instructions.
Fees already paid remain subject to the Non-Refundable Professional Fees provisions of these Terms.
A Client cannot indefinitely suspend an engagement and subsequently require work to recommence under outdated research, assumptions, scope, pricing or timelines.
Where a materially delayed project is restarted, we may require:
- Updated information
- Updated market research
- Revised assumptions
- A revised timetable
- Additional professional work
- Additional fees where appropriate
30. Delivery Times
Timescales stated for professional services are estimates unless expressly agreed in writing as fixed contractual deadlines.
Delivery may depend upon:
- Client cooperation
- Availability of information
- Research complexity
- Product complexity
- Technical development
- Third-party work
- Revisions
- Changes in scope
We are not responsible for processing or decision times of external organisations.
31. Business Performance
UK Victoria Insights Advisors may provide advice, strategies and operational support intended to assist business development.
However, commercial performance depends upon numerous factors outside our control.
We do not guarantee:
- Sales
- Customer numbers
- Profit
- Revenue
- Investment
- Market share
- Customer conversion
- Product success
- Business growth
- Commercial viability
The Client remains responsible for management and commercial decisions relating to their business.
32. Confidentiality
We will take reasonable measures to maintain the confidentiality of information provided to us in connection with an engagement.
Information may be shared where reasonably necessary with our team, consultants, contractors, service providers, professional partners and technical providers where access is reasonably required for service delivery.
Appropriate confidentiality obligations should be applied where relevant.
Information may also be disclosed where legally required.
Personal information will be handled in accordance with our Privacy Policy.
33. Intellectual Property in Our Materials
Pre-existing intellectual property belonging to UK Victoria Insights Advisors remains our property.
This may include:
- Methodologies
- Templates
- Frameworks
- Processes
- Internal systems
- Research methods
- Know-how
- Proprietary tools
- Standard documentation
Subject to full payment, Clients may use Client-specific final deliverables for the business purpose for which they were commissioned.
Such deliverables may include:
- Business plans
- Financial plans
- Presentations
- Reports
- Strategies
- Client-specific documentation
Clients may not sell, commercially distribute or reproduce our proprietary templates, systems or methodologies as their own products without written permission.
34. Client Intellectual Property
Business ideas, materials, confidential information and intellectual property belonging to the Client remain the Client's property except where otherwise agreed.
The Client confirms that they have appropriate authority to provide us with materials supplied during the engagement.
35. Third-Party Intellectual Property
Some services may use appropriately licensed third-party:
- Data
- Research
- Software
- APIs
- Platforms
- Images
- Technology
- Other resources
Such materials remain subject to the intellectual-property rights and licensing conditions of their respective owners.
36. Compliance Support
Where we provide business-compliance support, our role may include identifying, organising and helping manage relevant business requirements.
This may include:
- Companies House matters
- Data-protection considerations
- Business insurance
- Employment administration
- Record keeping
- Business policies
- Compliance schedules
- Coordination with professional advisers
Our general business support should not be treated as a substitute for specialist legal, tax, accounting or regulatory advice where such specialist advice is required.
37. Reasonable Care and Skill
We will provide our professional services with reasonable care and skill as required by applicable contractual and legal obligations.
Nothing in these Terms attempts to exclude any obligation or remedy that cannot lawfully be excluded.
38. Third-Party Decisions
Certain outcomes relating to a Client's business are determined by organisations outside our control.
These may include:
- Endorsing bodies
- Companies House
- HMRC
- UKIPO
- Patent or trademark authorities
- Banks
- Investors
- Funding organisations
- Insurers
- Payment providers
- Suppliers
- Other business or regulatory organisations
An unfavourable third-party decision does not, by itself, establish that services supplied by UK Victoria Insights Advisors were defective.
39. Limitation of Responsibility
To the fullest extent permitted by applicable law, UK Victoria Insights Advisors will not be responsible for losses arising solely from matters outside our reasonable control, including:
- Independent third-party decisions
- Changes in laws or regulations
- Changes in endorsement requirements
- Changes in market conditions
- Client business decisions
- Incorrect or incomplete information supplied by the Client
- Client failure to implement agreed recommendations
- Client interview performance
- Investor or customer decisions
- External supplier failures
- Third-party platform failures
- Events beyond our reasonable control
Nothing in these Terms excludes or limits liability where doing so would be unlawful.
40. Events Outside Our Reasonable Control
We will not be responsible for delays caused by circumstances beyond our reasonable control.
These may include:
- Government action
- Regulatory changes
- Significant system failures
- Major cyber incidents
- Infrastructure failure
- Natural disasters
- War or civil disturbance
- Serious illness
- Major third-party service interruption
Where possible, we will take reasonable steps to minimise disruption.
41. Suspension or Termination by Us
We may suspend or terminate an engagement where there is reasonable cause, including:
- Non-payment
- Material breach of the engagement
- Fraud or suspected fraud
- False documentation
- Misrepresentation
- Unlawful requests
- Abusive or threatening behaviour
- Persistent failure to cooperate
- Persistent failure to provide information
- Circumstances creating a legal or professional reason why we cannot continue
The financial consequences of termination will be dealt with under the applicable engagement terms, these Terms and applicable law.
42. Complaints
Clients who believe that there is a genuine issue with a service should contact UK Victoria Insights Advisors promptly.
The complaint should identify:
- The Client
- The relevant service
- The nature of the concern
- Relevant supporting information
- The resolution being requested
We will review complaints fairly and seek to respond within a reasonable period.
An unfavourable endorsement or other third-party business decision does not automatically establish that UK Victoria Insights Advisors has failed to provide the agreed professional service.
44. Free Discovery Calls
A free discovery call is intended primarily to:
- Understand the prospective Client's requirements
- Explain our services
- Determine whether we are able to assist
- Identify appropriate next steps
A free discovery call does not normally include detailed document review, detailed business-plan analysis, detailed financial analysis, market research, written professional recommendations or extensive business strategy work, unless expressly agreed otherwise.
45. Paid Consultations
Paid consultations involve the reservation of professional time specifically for the Client.
The booking page will clearly display the consultation duration, fee, rescheduling policy, cancellation policy and required notice.
The specific consultation booking conditions accepted at the time of booking will apply to that appointment.
46. Website Information
Content published on our website provides general information concerning our services and areas of business support.
Website content should not automatically be regarded as:
- Client-specific professional advice
- Legal advice
- Accounting advice
- Tax advice
- Investment advice
- A guarantee of outcome
A formal engagement is required before Client-specific professional services are provided.
47. Relationship Between These Terms and Engagement Agreements
These website Terms establish general conditions applying to our professional services.
Individual engagements may contain additional or more detailed provisions covering matters such as:
- Scope
- Deliverables
- Fees
- Instalments
- Timelines
- Revisions
- Client responsibilities
- Confidentiality
- Project-specific conditions
These documents form part of the overall contractual relationship between the parties.
48. Changes to These Terms
We may update these Terms from time to time to reflect changes in our services, business operations or applicable requirements.
Where practical, the version accepted by a Client when entering into an engagement should be retained.
Material changes to website Terms should not automatically be applied retrospectively to an existing engagement where doing so would be inappropriate or unlawful.
49. Severability
If any provision of these Terms is found by a court or competent authority to be invalid or unenforceable, the remaining provisions will continue to apply to the extent legally permitted.
50. No Waiver
A failure or delay by either party to exercise a contractual right does not automatically mean that the right has been waived.
51. Governing Law and Jurisdiction
These Terms and any dispute arising from them will be governed by the applicable law of England and Wales, subject to any mandatory rights that apply to a Client and cannot lawfully be excluded.
The courts of England and Wales will have jurisdiction, subject to any mandatory jurisdictional rights available under applicable law.
52. Contact
Questions concerning these Terms & Conditions should be directed to UK Victoria Insights Advisors using the official contact details displayed on the website.
