Terms and Conditions

LH Risk Strategy Advisory Ltd, trading as DueTelligence

Version 2.0 · Last updated: 29 August 2026 · Next review: 29 August 2027

How these terms are organised

Read Part A and Part E, plus whichever of Parts B, C or D applies to you.

PART A — WEBSITE TERMS

A1. Who we are

This website is operated by LH Risk Strategy Advisory Ltd, trading as DueTelligence ("we", "us", "our").

A2. Acceptance

By using this website you accept these terms. If you do not accept them, do not use the website. If you
use the website on behalf of an organisation, you confirm you are authorised to bind that organisation.

A3. Information on this website is not advice

Content on this website is general information about our services. It is not engineering, safety,
regulatory, legal or financial advice, and must not be relied on as such. Nothing on this website
creates a professional relationship between us. Advice is given only under a written engagement.

A4. Acceptable use

You must not:

• use the website unlawfully, or in a way that damages or impairs it;
• attempt to gain unauthorised access to any part of the website or any system connected to it;
• probe, scan or test the vulnerability of our systems without our prior written permission;
• introduce malicious code;
• scrape or systematically extract content by automated means;
• use any content, including any material about our people or associates, for recruitment, marketing lists, or resale;
• copy, reproduce or republish our content other than for your own internal business use.

A5. Intellectual property

All content on this website — text, documents, methodologies, branding, design and software — is owned
by or licensed to us. You may view and print pages for your own internal business use. Any other use
requires our written permission.

Our capability statements, methodology descriptions and service definitions may be used by contracting
authorities and prime contractors for the purpose of evaluating a bid or an engagement, and for no other
purpose.

A6. Availability

We do not guarantee that the website will be available or error-free, and we may change or withdraw any
part of it without notice.

A7. Links

We are not responsible for the content or practices of any website we link to.

PART B — SERVICES

B1. How our engagements are governed

Enquiring through this website does not create a contract. Services are provided under a written
engagement agreement, comprising a proposal or statement of work together with agreed terms.

The remainder of Part B applies where we accept an instruction without a fully executed engagement
agreement, and otherwise operates as our default position. Where anything in Part B conflicts with a
signed engagement agreement, the engagement agreement prevails.

B2. Proposals

Any fee, timescale or scope we indicate before a written proposal is issued is an estimate given for
discussion, is not an offer capable of acceptance, and does not bind us.

Written proposals remain open for 30 days unless stated otherwise, and are subject to the assumptions
and exclusions they contain.

B3. Basis of our work

• We deliver with the reasonable skill and care of a competent specialist in the relevant field.
• Our work is prepared for the client, for the purpose stated in the engagement, and on the information available to us. It should not be relied on for any other purpose or by any other party without our written agreement.
• **Responsibility for the safety, compliance and regulatory acceptability of a client's assets, operations and submissions remains with the client.** Our advice, assessment or documentation supports the client's own decision-making; it does not replace it, and it does not transfer the client's duties under any licence, permit, authorisation or statutory regime.
• Where we provide independent review, our findings are an opinion formed on the material provided. We are not responsible for matters not disclosed to us.

B4. Client responsibilities

The client shall:

• provide accurate, complete and timely information, access and personnel;
• classify material correctly before providing it to us, and tell us what handling requirements apply;
• comply with export control and sanctions requirements before providing any controlled material;
• notify us of any relevant conflict of interest known to it;
• review and respond to our deliverables within the periods agreed.

Where a delay or additional work arises from a client dependency not being met, we may adjust the fee or
programme by written variation.

B5. Independence and conflicts

We do not carry out independent review of work we authored. We do not act for a supplier and for the
party assessing that supplier on the same matter. We declare relevant relationships before an engagement
begins, and immediately if a conflict emerges during one.

B6. Fees and payment

• Fees are as stated in the engagement agreement. Our default is a fixed price for a defined deliverable.
• Fees exclude VAT and any agreed expenses.
• Invoices are payable within 30 days of the invoice date unless otherwise agreed.
• Interest and fixed compensation on overdue sums accrue under the Late Payment of Commercial Debts (Interest) Act 1998, at the statutory rate.
• We may suspend work where an invoice is more than 30 days overdue, having given written notice.

B7. Intellectual property in deliverables

Unless the engagement agreement says otherwise, intellectual property rights in a deliverable pass to
the client on payment in full. We retain ownership of our own methodologies, templates, tools, know-how
and anything we developed independently of the engagement, and grant the client a non-exclusive,
perpetual, royalty-free licence to use those things to the extent embedded in a deliverable.

B8. Confidentiality

Each party shall keep the other's confidential information confidential, use it only for the engagement,
and disclose it only to those who need it and are bound by equivalent obligations. This does not apply
to information that is public other than through breach, was already lawfully held, is independently
developed, or must be disclosed by law — in which case we will notify the other party where lawful.

Our confidentiality obligations to clients survive indefinitely.

B9. Use of subcontractors and associates

We may deliver part of an engagement through associates engaged under written agreement containing
confidentiality, security, competence and insurance obligations. We remain responsible to the client for
the deliverables. Where a client requires named personnel or specific clearance, that is recorded in the
engagement agreement.

B10. Insurance

We maintain the following insurance, and will provide evidence of cover on request:

Cover is placed with Markel (UK) Ltd through Caunce O'Hara Insurance Brokers Ltd. Professional indemnity
is written on a claims-made basis.

We do not currently hold Cyber Essentials, Cyber Essentials Plus, ISO 27001 or ISO 9001 certification. We
operate in accordance with the principles of ISO 27001 and ISO 9001, as set out in our Quality, Security
and Technical Review Plan (LHRSA-QP-01), which is available on request.

Where an engagement requires higher limits than those above, we will seek to obtain them, and any
additional premium will be agreed in the engagement fee before work begins.

B11. Territorial and activity limits

Our insurance operates worldwide excluding the United States of America and Canada, and excludes
offshore work.

Accordingly we do not accept engagements for clients established in, or in respect of assets, operations
or work located in, the United States or Canada, and we do not accept offshore work, unless we have
first agreed this in writing and obtained cover extending to it. Any instruction purporting to fall
within these categories is not accepted until we confirm cover in writing.

PART C — ASSOCIATE NETWORK

This Part applies if you register interest in, apply to, or are a member of the DueTelligence associate
network. Read it carefully. It governs your relationship with us before and outside any engagement.

C1. What registration is, and what it is not

Registering with the associate network places your details on a list we consult when opportunities
arise. That is all it does.

Registration does not:

• create any contract for the supply of services;
• oblige us to offer you any work, of any kind, at any time;
• oblige you to accept any work we offer;
• create any expectation of a minimum volume, value, continuity or regularity of work;
• entitle you to any payment, fee, retainer or compensation;
• create any exclusivity — you remain free to work for anyone else, including our competitors, subject only to clause C7.

Work is offered and accepted only under a separate written Associate Services Agreement and an
individual Work Order. Until both are signed, nothing is agreed.

C2. Your status

You are not our employee, worker, agency worker, partner or agent, and nothing in these terms makes
you one. You are an independent business supplying specialist services to your own clients.

Specifically, and in every jurisdiction in which you may operate:

• You contract with us through your own limited company, partnership, or registered self-employed entity, not as an individual.
• You determine when, where and how you carry out any work, subject only to constraints imposed by an end client's environment.
• You are not required to provide services personally and may use your own personnel or subcontractors, subject to any competence, clearance or vetting requirements of the end client.
• You provide your own equipment, software, insurance and professional subscriptions.
• You are responsible for your own tax, social security and any equivalent obligations arising anywhere in the world, including registration, returns and payment, and for those of anyone you engage.
• You are responsible for determining your own employment or engagement status under the law of any jurisdiction that applies to you, and for any consequences of that determination.
• You have no entitlement to holiday pay, sick pay, pension contributions, notice, redundancy or any other benefit associated with employment or worker status.

You indemnify us against any liability, cost or claim arising from your failure to meet the obligations
in this clause, other than to the extent caused by our own act or default.

We may decline to register or engage you where, in our reasonable view, doing so would create a risk of
an employment or worker relationship arising under the law of any jurisdiction.

C3. Information you give us, and what we do with it

To assess and match you, we collect and process:

• your name, email address, telephone number and general location or region;
• your LinkedIn profile or other professional profile links;
• your curriculum vitae, qualifications, professional memberships, training and certifications;
• your technical specialisms, sector experience and availability;
• the name and registration details of your company or self-employed entity;
• confirmation of the security clearance you hold and its level — see clause C5;
• confirmation of the insurance you hold, the insurer and the limits;
• references and the outcome of any competence verification we carry out;
• records of any engagement you subsequently perform for us.

We use this to assess your suitability, match you to opportunities, and — with your agreement — name you
in bids and capability documents. Our Privacy Policy explains the lawful bases, retention periods and
your rights in full. It is a notice describing how we process personal data; it is not incorporated
into these terms as a contractual obligation.

You may ask us at any time to remove you from the network and delete your details, subject to
records we must keep for legal, tax or contractual reasons. Email info@duetelligence.com.

C4. Accuracy and your warranties

You warrant that:

• all information you give us is accurate, current and not misleading, and that you will tell us promptly if it changes or ceases to be accurate;
• you hold the qualifications, memberships, certifications and experience you claim, and will provide evidence on request;
• **performing work for us would not breach any obligation you owe to any other person, including any employer**, and that where any consent or permission is required from an employer or any other party, you have obtained it;
• you are permitted to work in the jurisdictions in which you would perform services;
• you hold, or will hold before any engagement, the insurance required by our Associate Services Agreement.

Providing false or misleading information is grounds for immediate removal from the network and for
termination of any engagement.

C5. Security clearance

Tell us the level of clearance you hold and who sponsors it. Do not send us your vetting file,
financial disclosures made to a vetting authority, information about criminal convictions or offences,
or any other material generated by the vetting process. We do not want it and will delete it if
received.

You are responsible for complying with any obligation you have to declare outside interests, secondary
activity or additional income to your vetting authority or employer. Registering with us, and any work
you perform for us, does not discharge that obligation. We may ask you to confirm that you have complied.

C6. Confidentiality of opportunities

When we discuss a possible engagement with you we may disclose commercially sensitive information —
the identity of a client or prospective client, the nature and scope of a requirement, our approach,
our pricing, the existence of a bid, or the identity of other associates.

You agree that:

• all such information is confidential, whether or not marked as such, and whether or not an engagement follows;
• you will use it only to evaluate the opportunity we have put to you;
• you will not disclose it to any third party, including any employer or any other consultancy;
• you will not use it to bid for, solicit or pursue the opportunity yourself or through anyone else;
• these obligations continue for five years after disclosure, and indefinitely in respect of any information belonging to a client.

If you do not wish to be bound by this clause, tell us before we disclose anything, and we will not
put opportunities to you.

C7. Non-circumvention

For twelve months after we disclose an opportunity to you, you shall not, in relation to that
opportunity or to services of the same type:

• approach, solicit or accept engagement directly from the client or prospective client concerned; or
• assist any third party to do so.

This applies only where the client is one you did not already have a commercial relationship with before
we disclosed the opportunity, and does not apply where we give written consent, or where the client
approaches you independently of anything we disclosed and you notify us promptly.

Where you go on to perform services under an Associate Services Agreement, the non-circumvention
provisions of that agreement apply in place of this clause.

We consider this restriction no wider than is reasonably necessary to protect our legitimate interest in
client relationships we develop at our own cost. If any part is found unenforceable, the remainder
continues to apply.

C8. No soliciting our network

You shall not use information obtained through the associate network to recruit, solicit or approach
other associates for your own business or for any third party.

C9. Removal from the network

Either of us may end your registration at any time, without reason and without liability. Clauses C2,
C4, C6, C7, C8 and Part E survive.

We may remove you immediately where you have given false information, breached confidentiality, created
a conflict of interest, lost a clearance or permission relied on, or where an end client withdraws
approval for you.

C10. No fees

Registration is free. We will never ask you to pay us for registration, for access to opportunities, or
for training as a condition of engagement.

PART D — THE DUETELLIGENCE PLATFORM

This Part applies only if you have been granted access to our software platform. Platform access is
provided under a separate written agreement; this Part sets out baseline terms.

D1. Access

Access is granted to named users for the term agreed. You are responsible for keeping credentials
confidential, for activity under your account, and for telling us promptly of any suspected
unauthorised access.

D2. Your content

You retain ownership of all material you upload. You grant us a limited licence to host, store and
process it solely to provide the platform to you, and to create backups.

We will not use your material for any purpose other than providing the service, will not disclose it to
third parties except as required by law or with your permission, and will not use it to train any
artificial intelligence or machine learning model.

D3. Our intellectual property

The platform, its software, interface, methodologies and documentation belong to us. You may not copy,
modify, reverse engineer, create derivative works from, or resell it, except to the extent the law
permits despite this clause.

D4. Suitability and classification

You are responsible for classifying material correctly before uploading it, for determining whether the
platform is an appropriate environment for that material, and for complying with your organisation's
security policy and any export control requirement. Do not upload material where doing so would
breach a security classification or handling requirement.

D5. The platform is a tool

Platform outputs support engineering judgement; they do not replace it. Responsibility for the accuracy,
adequacy and regulatory acceptability of any analysis, document or decision remains with you.

D6. Availability and support

We do not warrant uninterrupted or error-free operation. We may suspend access for maintenance or
security, giving notice where practicable. Any service level commitment applies only if expressly stated
in a written agreement.

D7. Export and termination

You may export your material at any time in supported formats. On termination you have 30 days to
export, after which we will securely delete it, subject to any retention required by law.

PART E — GENERAL

E1. Liability

Nothing in these terms limits or excludes liability for death or personal injury caused by negligence,
for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be limited.

Subject to that:

• Our total liability arising from an engagement is limited to the amount stated in the relevant engagement agreement or, where none is stated, to £1,000,000 in aggregate for that engagement.
• Our total liability arising from use of this website, from registration with the associate network, or from anything else not covered by a written agreement, is limited to £25,000 in aggregate.
• Neither party is liable for loss of profit, revenue, contracts, goodwill or anticipated savings, or for indirect or consequential loss. **This exclusion does not apply to sums payable under clause C2 or clause E2.**
• Your total liability to us is limited to £1,000,000 in aggregate, except in respect of sums payable under clause C2 or clause E2, breach of clause B8, C6 or C8 (confidentiality and non-solicitation), or breach of clause C7 (non-circumvention), for which no cap applies.

The cap on our liability is set by reference to the professional indemnity cover described in clause B10.
We will not agree a higher cap without first obtaining insurance to match it.

These terms are between us and you. We each accept liability only to the other.

E2. Indemnity

You indemnify us against claims, losses and reasonable costs, including reasonable legal costs, arising
from your breach of these terms, your breach of applicable law, or material you provide to us infringing
a third party's rights.

An indemnity under this clause or under clause C2 applies only to the extent the claim or loss was not
caused by our own act or default.

Where we seek to rely on an indemnity we will notify you promptly of the claim, take reasonable steps to
mitigate, give you the opportunity to take conduct of the defence at your cost, and not settle without
your consent, which is not to be unreasonably withheld.

E3. Force majeure

Neither party is liable for failure to perform caused by events beyond its reasonable control. Affected
obligations are suspended and resume when the event ends. Payment obligations are not suspended.

E4. Changes to these terms

We may change these terms. The version and date at the top show when they last changed. Changes apply
from the date of publication for website use, and from the date we notify you for associate network
members. Changes do not affect a signed engagement agreement or Associate Services Agreement.

E5. Notices

Notices to us: info@duetelligence.com, or by post to our registered office. Notices to you: the email
address you have given us, or your registered address.

Email notices are treated as received on the next business day, absent a delivery failure message.
Posted notices are treated as received two business days after posting within the UK.

E6. General

• Entire agreement. These terms, together with any engagement agreement, Associate Services Agreement or platform agreement, and our Privacy Policy, are the entire agreement between us.
• No waiver. Failing to enforce a provision does not waive it.
• Severability. If a provision is unenforceable, it is limited to the minimum extent necessary and the rest continues.
• Assignment. You may not assign these terms without our written consent. We may assign on notice to an affiliate or in connection with a sale of our business.
• Third parties. No person other than us and you may enforce these terms under the Contracts (Rights of Third Parties) Act 1999.
• No partnership. Nothing creates a partnership, joint venture, agency or employment relationship.
• Export control. You shall comply with all applicable export control and sanctions requirements, and shall not provide us with controlled material without telling us first.

E7. Governing law

These terms and any dispute arising from them are governed by the law of England and Wales, and the
courts of England and Wales have exclusive jurisdiction.

This choice applies to the fullest extent the law allows. We acknowledge that it cannot displace any
mandatory rule of the law of your own country that applies to you regardless of the law we have chosen,
including rules on employment or engagement status, and nothing in these terms purports to do so.

Before starting proceedings, we each agree to set out the dispute in writing and attempt to resolve it in
good faith for 30 days. This does not prevent either of us seeking urgent injunctive relief.

E8. Contact

LH Risk Strategy Advisory Ltd, trading as DueTelligence
Email: info@duetelligence.com · Website: duetelligence.com
Registered office and principal place of business: 71-75 Shelton Street, London, WC2H 9JQ, United Kingdom
Company number: 16510387 · VAT number: GB 516 4979 58 · Registered in England and Wales