Legal

Terms of Business

Last updated: April 2026

1. About these terms

These terms apply to all services provided by Karp Communications ("I", "me") to schools, academies, Multi-Academy Trusts, and other educational organisations ("you", "the school"). By engaging my services, you agree to these terms unless we agree alternative terms in writing.

Karp Communications is a sole trader consultancy operating as a B2B service provider. This is not an employment relationship. I operate outside IR35 and am responsible for my own tax, National Insurance, and professional insurance.

2. Services

Services are provided under one of three tiers: Foundation, Digital Partner, or Strategic. The scope of each tier is set out in the service proposal provided to you before engagement. Any work outside the agreed scope will be discussed and agreed in writing before it is carried out.

I reserve the right to use subcontractors for specific deliverables (such as specialist design or development work), provided they meet the same compliance standards set out in these terms. I remain your single point of contact and take full responsibility for the quality of work delivered.

3. Engagement and minimum terms

Each engagement has a minimum commitment period, as stated in your service proposal:

• Foundation and Digital Partner: 3 months
• Strategic: 6 months

After the minimum period, the engagement continues on a rolling monthly basis until terminated by either party in accordance with the notice periods below.

4. Notice and termination

Either party may terminate the engagement by providing written notice:

• Foundation and Digital Partner: 30 days' written notice
• Strategic: 60 days' written notice

Notice must be given by email. The notice period begins on the date the email is sent. Services continue as normal during the notice period, and all fees for that period remain payable.

I may terminate the engagement immediately if the school is in material breach of these terms, including non-payment of fees beyond 30 days past due.

5. Fees and payment

Fees are as stated in your service proposal and are invoiced monthly in advance. Payment is due within 14 days of the invoice date.

Late payments may incur interest at the statutory rate under the Late Payment of Commercial Debts (Interest) Act 1998 (currently 8% above the Bank of England base rate). I reserve the right to suspend services if payment is more than 30 days overdue, following written notice.

Fees may be reviewed annually. Any increase will be communicated in writing with at least 60 days' notice and will not take effect during a minimum commitment period.

6. The 60-Day Confidence Guarantee

If after 60 days of engagement you do not feel your school's digital operation has meaningfully improved in quality, consistency, or reduction of staff burden, I will refund your second month's fee in full.

To claim, notify me in writing before the end of the 60th day. No conditions and no questions asked. This guarantee applies once per engagement and is not available on re-engagement after a previous termination.

7. Intellectual property

All content I create specifically for your school (social media posts, graphics, video edits, website copy, reports) belongs to the school upon payment of the relevant invoice.

Tools, templates, frameworks, and methodologies I use across multiple clients (including the Zero-Friction Workflow and AI governance frameworks) remain my intellectual property. You have a licence to use them for the duration of the engagement.

Pre-existing intellectual property belonging to either party remains with its owner.

8. Confidentiality

Both parties agree to keep confidential any information that is not publicly available and is shared during the engagement. This includes student data, staff information, financial details, and internal school documents.

This obligation continues for 12 months after the engagement ends. It does not apply to information that becomes publicly available through no fault of the receiving party, or information that must be disclosed by law.

9. Data protection

I process personal data on behalf of the school as a data processor under UK GDPR and the Data Protection Act 2018. A separate Data Processing Agreement (DPA) is signed at onboarding and forms part of these terms.

I will not process personal data for any purpose other than delivering the agreed services. I maintain appropriate technical and organisational measures to protect the data I handle.

I hold an Enhanced DBS certificate, Level 1 Safeguarding training, and Prevent Duty training, all current. Copies are available on request.

10. Safeguarding

I understand my responsibilities under Keeping Children Safe in Education (KCSIE) and will follow the school's safeguarding policies. Any safeguarding concern identified during the course of my work will be reported immediately to the school's Designated Safeguarding Lead.

I will not have unsupervised access to children as part of this engagement unless specifically agreed and risk-assessed by the school.

11. Liability

My total liability under any engagement is limited to the total fees paid by the school in the 12 months preceding the claim.

I am not liable for indirect or consequential losses, including loss of reputation, loss of data (where caused by third-party platforms), or failure of third-party services (website providers, social media platforms, Microsoft services).

Nothing in these terms limits liability for death or personal injury caused by negligence, fraud, or any liability that cannot be excluded by law.

12. Force majeure

Neither party is liable for failure to perform obligations caused by circumstances beyond reasonable control, including but not limited to: pandemic restrictions, severe weather, utility failures, or actions of government. The affected party must notify the other promptly and take reasonable steps to mitigate the impact.

13. Dispute resolution

Both parties agree to attempt to resolve any dispute informally before pursuing formal action. If a dispute cannot be resolved within 30 days, either party may refer the matter to mediation through the Centre for Effective Dispute Resolution (CEDR) before commencing legal proceedings.

14. Governing law

These terms are governed by the laws of England and Wales. Both parties submit to the exclusive jurisdiction of the courts of England and Wales.

15. Changes to these terms

I may update these terms from time to time. Changes will be posted on this page with the updated date. Changes do not apply retrospectively to existing engagements unless agreed in writing.