Unless otherwise stated, the following outlines Divergent & Co’s current terms and conditions of business.  Terms and conditions and pricing will be reviewed annually, and we will not make any changes without discussing them with you first.

 You will have a main contact within DIVERGENT & CO (D&Co) – your Client Director – who will discuss specific arrangements with you and agree fees for each piece of work.  Your Client Director will also provide you with details of other consultants working with you and ensure that you are satisfied with their contribution.  For the purpose of this document “The Company” refers to (COMPANY) and / or its employees.

 Your Divergent & Co Client Director is Mark Hutchinson

Fees

Divergent & Co will charge for consultancy at an agreed day rate or as specific pricing agreements.

 2022 Per diem. Due to the senior level of work being done and the experience of consultants delivering, the 2022 rate will be at the Managing Partner per diem of $5,600 ($700 per hour) exclusive of GST for individual assessment and development work and the day rate for workshop, design and facilitation will be per diem $4,800. 

NOTE: this excludes work specifically quoted at a discounted rate.

The rates for each assignment will be detailed in a Description of Services Appendix to this document. 

•  Where work has already been commissioned, even if an increase is subsequently agreed, normally we complete the work at the original rate.

• Workshops and development events may be charged at a different rate where long hours and overnight stays are required.

• Materials and binders for workshops will be charged for separately or, if you prefer, you can produce these materials in-house.

• We will charge for excess travel time and time away from our office due to travel arrangements at half the consultant day rate. Travel time is only applicable for travel in excess of 4 hours to and from the Divergent & Co office. This is on the assumption that Divergent & Co and you as the client work together to pragmatically diarize work you wish us to undertake as efficiently as possible.

• Travel and out of pocket expenses, including expenses associated with hiring meeting space should a client premises not be available in the delivery location, are in addition to agreed fees and will be recharged at cost. We will agree with you the most efficient means of travel.  Consultants will generally travel by taxi and fly business class on flight journeys of more than 4 hours.  Where consultants travel by car, a mileage rate of $1 per kilometre will be charged.

Cancellation policy

When a piece of work has been agreed and a date fixed, we will charge for late cancellations on a sliding scale as follows:

Assessments:

Feedback, Development Planning or 3 Way Session, Coaching Session

Cancellation within 2 - 5 business days of confirmed time

50% of fee

Cancellation with less than 2 days’ notice

100% of fee

Programme & Team Days

Cancellation 4 weeks to 2 weeks before date

25% of delivery cost

Cancellation 2 weeks to 5 business days before date

50% of delivery cost

Cancellation 5 business days’ notice or less

100% of delivery cost

Any design already completed at time of cancellation:

100% of design fee

Please Note: Postponing, rescheduling or non-attendance on the day is considered a cancellation. All costs incurred due to postponement or cancellation will be re charged.

Invoicing

You will be invoiced for work completed and disbursements by the end of the month which the work is completed for payment on the 20th of the following month, unless other arrangements have been agreed in advance.  Where a piece of work with one individual has multiple components, we will invoice for the whole piece of work in the month it is commenced.  With large projects we may seek an agreement to bill half in advance and the remainder on delivery.  Invoices are due for payment 20th of the following month.

 If you require a purchase order, this must be issued to us in advance of work being carried out. 

It is not always possible to specify how much time is involved in design and development at the time of proposing, so we will sometimes indicate a range or provide indicative costs.  In this case, as design and development progresses, if at any time it is anticipated that the work to be undertaken will exceed the higher figure, your Client Manager will obtain authorisation to continue.

 We charge GST in addition where applicable.

Personnel

We will agree with you the consultants working on each piece of work and welcome feedback on the quality of work delivered. 

Developing our Practice

From time to time we may ask that a consultant “shadows” a consultant working with you.  This will primarily be for consultant development and ensuring consistency of our processes.  Should this occur we would seek permission in advance and will not charge for their time. 

Conflict and confidentiality

We confirm that where you give us confidential information, we shall at all times keep it confidential, except as required by law or as provided for in regulatory, ethical or other professional pronouncements applicable to our engagement. 

Intellectual Property Rights

We retain all copyrights and other intellectual property rights in everything developed either before or during the course of a project by Divergent & Co consultants, including rights in all reports, written advice or other materials provided by us.  Materials or workshops designed bespoke for you will be the joint intellectual property of D & Co and the commissioning organisation.

Variations

Any variation or addition to these Terms of Business will be effective only if agreed in writing.

Fees

We will review consulting fees on an annual basis in June with any changes to be charged from 1 July.

Liability

We will not be liable to you for any loss or damage suffered by you unless due to our negligence or wilful default or due to a breach of our contractual or other legal obligations to you. 

We will not in any circumstances be liable to you for indirect or consequential loss (including, but not limited to, loss of profits).

Termination

Unless otherwise agreed, this agreement, with the exception of where termination rules are prescribed by legislation, may be terminated by either of us on reasonable written notice to the other.  Unless otherwise stated, upon termination of this agreement we will be entitled to payment for the work carried out by us up to the date of termination, less any payments already received, and we will render an invoice for this work to the extent not already invoiced.