Terms Of Business
Effective Date: June, 2025
These Terms of Business apply to all services provided by Hiddn Marketing. By engaging Hiddn Marketing, you agree to the terms set out below unless otherwise agreed in writing.
Definitions
Hiddn Marketing refers to the consultancy operated by Simon Larkin.
Client refers to the individual or organisation engaging Hiddn Marketing.
Services refers to the consultancy, advisory, leadership, audit, transformation or implementation services agreed between Hiddn Marketing and the Client.
Engagement refers to the agreed scope of work, whether fixed fee, project based or retained.
Scope of Services
The scope of Services will be defined in writing prior to commencement of work. This may take the form of a proposal, statement of work, engagement letter or agreed email confirmation.
Only the Services expressly outlined in the agreed scope are included. Any additional work requested by the Client that falls outside the defined scope will be subject to separate agreement and fees.
Hiddn Marketing will provide the Services with reasonable skill and care consistent with professional standards expected of a Chartered Marketer and Fellow of the Chartered Institute of Marketing.
Fees and Payment Terms
Fees will be agreed in advance and confirmed in writing.
For fixed fee engagements, payment terms will be specified within the proposal or engagement letter.
For retained engagements, invoices are issued monthly in advance unless otherwise agreed.
Invoices are payable within fourteen days of issue unless alternative terms are confirmed in writing.
Hiddn Marketing reserves the right to suspend Services where payment remains outstanding beyond agreed terms.
Client Responsibilities
The Client agrees to:
- Provide timely access to relevant information, systems and personnel
- Ensure accuracy of information supplied
- Make appropriate personnel available for meetings and review
- Provide clear decision making and feedback within reasonable timeframes
Delays caused by lack of access or delayed approval may impact timelines and deliverables.
Intellectual Property
Unless otherwise agreed in writing:
- The Client retains ownership of pre-existing intellectual property
- Intellectual property created specifically for the Client during the Engagement transfers upon full payment of fees
- Hiddn Marketing retains ownership of proprietary methodologies, frameworks, tools and underlying know-how
Hiddn Marketing reserves the right to reference non confidential aspects of the Engagement for portfolio or case study purposes unless expressly prohibited in writing.
Confidentiality
Both parties agree to treat confidential information disclosed during the Engagement as strictly confidential.
Confidential information shall not be disclosed to third parties without written consent except where required by law.
This obligation continues beyond termination of the Engagement.
Limitation of Liability
Hiddn Marketing provides strategic advice and implementation support based on information supplied by the Client.
While reasonable care is taken to provide commercially sound recommendations, the Client remains responsible for business decisions and outcomes.
To the extent permitted by law, liability is limited to the total fees paid for the specific Engagement giving rise to the claim.
Nothing in these Terms limits liability for death or personal injury caused by negligence or any other liability that cannot be excluded under UK law.
Termination
Either party may terminate an Engagement by providing written notice in accordance with agreed terms.
For retained engagements, a minimum notice period of thirty days applies unless otherwise agreed.
On termination, the Client remains liable for fees incurred up to the termination date.
Data Protection
Both parties agree to comply with applicable UK data protection legislation.
Hiddn Marketing will process personal data only as necessary for the provision of Services and in accordance with its Privacy Policy.
Independent Contractor Status
Hiddn Marketing operates as an independent contractor. Nothing in these Terms creates an employment relationship, partnership or joint venture.
Governing Law
These Terms of Business are governed by the laws of England and Wales.
Any disputes arising in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.
Entire Agreement
These Terms, together with any agreed proposal or statement of work, constitute the entire agreement between the parties and supersede any prior discussions or representations.