Effective from 24 July 2026
1. Definitions and Scope
These terms and conditions govern the provision of consulting, advisory and fractional leadership services by Intelligistica (a trading name of Bush Enterprises Ltd) to our clients. They apply to any engagement, proposal, statement of work or purchase order accepted by both parties, together with these terms.
2. Engagement and Proposals
All proposals are valid for 30 days unless otherwise stated. An engagement begins when the client accepts a proposal in writing or issues a purchase order, and we confirm acceptance. Each engagement will be documented with a statement of work describing the objectives, deliverables, timeline and fees.
3. Services
We will provide the services described in the agreed statement of work with reasonable care and skill. Services may include virtual CIO, fractional CTO and virtual CISO leadership, AI consulting, AI governance, cyber resilience, operational resilience, ISO 27001 consulting and related digital transformation advisory. Any changes to the scope must be agreed in writing and may be subject to additional fees.
4. Client Obligations
The client will provide timely access to personnel, systems, documentation and information reasonably required for us to perform the services. The client is responsible for the accuracy of information provided, decisions made on our advice, and implementation of recommendations within their own organisation.
5. Fees, Expenses and Payment
Fees are set out in the proposal or statement of work and are payable in accordance with the agreed schedule. We invoice monthly in arrears for time-based engagements, or at milestones for fixed-scope projects. Invoices are due within 14 days of issue unless otherwise agreed. We reserve the right to charge interest on overdue amounts at 8% per annum above the Bank of England base rate, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
6. Intellectual Property
Pre-existing materials, methodologies, templates and know-how remain our property. Deliverables created specifically for the client under the engagement are transferred to the client upon full payment, unless otherwise agreed in writing. We retain the right to use anonymised learnings and general know-how for future work, provided client confidentiality is maintained.
7. Confidentiality
Both parties will treat as confidential all information received from the other party that is identified as confidential or would reasonably be regarded as such. This obligation continues for five years after the engagement ends. We may disclose confidential information if required by law or to our professional advisers under equivalent confidentiality obligations.
8. Data Protection
We process personal data in accordance with our Privacy Statement and applicable data protection law, including the UK GDPR and Data Protection Act 2018. Where we process personal data on the client's behalf, we will do so only on documented instructions and implement appropriate technical and organisational measures.
9. Limitation of Liability
Nothing in these terms limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded by law. Subject to that, our total liability for any claim arising out of or in connection with an engagement is limited to the total fees paid or payable by the client under that engagement. We are not liable for any loss of profits, revenue, data or business interruption, or any indirect or consequential loss.
10. Termination
Either party may terminate an engagement by giving 30 days' written notice, or immediately if the other party materially breaches these terms and fails to remedy the breach within 14 days of written notice. On termination, the client will pay for all services performed and expenses incurred up to the termination date. Any provisions that reasonably should survive termination will continue to apply.
11. Force Majeure
Neither party will be liable for failure or delay in performing obligations caused by circumstances beyond that party's reasonable control, including but not limited to acts of God, war, terrorism, labour disputes, failure of utilities or internet connectivity, or government action. The affected party will notify the other as soon as practicable and use reasonable efforts to mitigate the impact.
12. Subcontracting
We may engage subcontractors or specialist partners to deliver part of the services, provided we remain responsible for the quality of their work and for compliance with these terms. We will inform the client where material parts of the services are subcontracted.
13. Dispute Resolution
If a dispute arises, the parties will first attempt to resolve it in good faith through senior management negotiation. If the dispute cannot be resolved within 30 days, the parties may pursue mediation or legal proceedings in the courts of England and Wales.
14. Changes to Terms
We may update these terms from time to time. The terms applicable to an engagement are those in force at the date of the accepted proposal or statement of work. Continued use of our website after publication of updated terms does not affect the terms agreed for an existing engagement.
15. Governing Law
These terms and any engagement governed by them are subject to the laws of England and Wales, and the parties submit to the exclusive jurisdiction of the courts of England and Wales.
16. Company Information
Intelligistica is a trading name and trademark of Bush Enterprises Ltd. Bush Enterprises Ltd is registered in England and Wales with company number 16320115. Registered address: 19 Upper King Street, Norwich, NR3 1RB, United Kingdom.
