Terms of Business

The Client’s attention is particularly drawn to Clause 3 (Training & Professional Status Disclaimers) and Clause 8 (Limitation of Liability).

1. Definitions & Formation

1.1. "Consultant" means GalaProp Ltd (trading as APC Collective), Company Registration No. 17439610, whose registered office is at 71-75 Shelton Street, Covent Garden, London WC2H 9JQ.

1.2. "Client" means the corporate entity, public authority, employer, or individual commissioning the Services.

1.3. "Candidate" means any individual nominated by the Client (or the Client acting in an individual capacity) to receive mentoring, coaching, training, documentation review, or mock interview services.

1.4. "Statement of Work" (SOW) means the written proposal, booking confirmation, service level agreement, or quotation setting out the specific scope of services, fees, and delivery format.

1.5. A legally binding contract is formed upon the Client signing the SOW, issuing an official purchase order, confirming a booking in writing, or instructing the Consultant to commence work.

2. Supply of Services

2.1. The Consultant shall deliver the mentoring, training, and advisory services described in the SOW using reasonable skill, care, and diligence consistent with industry best practice.

2.2. All project timetables, session dates, or review turnarounds are reasonable estimates. Time shall not be of the essence unless expressly stipulated in the SOW.

2.3. The Consultant acts strictly as an independent professional contractor. Nothing in these Terms creates an employment, agency, partnership, or joint venture relationship between the parties.

3. Training, Mentoring & Professional Status Disclaimers

3.1. Non-Affiliation with the RICS:

The Client and Candidate expressly acknowledge and agree that:

  • The Consultant (GalaProp Ltd t/a APC Collective) is an independent training and mentoring provider and is NOT acting for, on behalf of, or with the endorsement of the Royal Institution of Chartered Surveyors (RICS).

  • Any professional qualifications, memberships, or assessor appointments held by the Consultant’s personnel are personal to those individuals and do not imply that the Consultant is an official representative, agent, or regulatory arm of the RICS.

  • The Consultant has no authority to bind, influence, or represent the RICS or any official RICS assessment panel.

3.2. No Guarantee of Assessment Outcome:

  • The Services provided—including but not limited to document reviews, competency critiques, feedback, and mock interviews—constitute advisory and developmental guidance only.

  • The Consultant provides no guarantee, warranty, or representation that a Candidate will pass the Assessment of Professional Competence (APC), attain chartered status, or achieve any specific grade or outcome in their official RICS submission or final assessment interview.

  • The ultimate assessment decision rests exclusively with the independent panel appointed by the RICS.

3.3. Candidate Ownership and Professional Integrity:

  • The Candidate remains solely responsible for the authenticity, drafting, factual accuracy, and ethical compliance of all documentation, case studies, and records submitted for their APC.

  • The Consultant will provide feedback, structural suggestions, and critique, but will not ghostwrite, author, or fabricate any part of a Candidate’s submission.

  • The Client and Candidate warrant that all evidence submitted reflects the Candidate's own work and genuine professional experience in accordance with professional ethical standards.

4. Client & Candidate Obligations

4.1. The Client shall ensure that all Candidate materials, draft submissions, and relevant background details are delivered to the Consultant within agreed deadlines ahead of scheduled sessions.

4.2. Cancellations or requests to reschedule mentoring sessions or mock interviews must be provided in writing at least 48 hours prior to the scheduled start time. Sessions cancelled with less notice may be charged in full at the Consultant's sole discretion.

4.3. The Consultant bears no liability for delayed reviews or postponed sessions arising from late or incomplete submissions by the Client or Candidate.

5. Fees, Invoicing & Payment

5.1. Fees for the Services are specified in the applicable SOW and are exclusive of Value Added Tax (VAT), which shall be charged at the prevailing rate if applicable.

5.2. Invoices are payable within 30 calendar days of the invoice date unless alternative payment terms are agreed in writing.

5.3. If payment is overdue, the Consultant reserves the right to:

  • Charge statutory interest on overdue sums under the Late Payment of Commercial Debts (Interest) Act 1998 at 8% above the Bank of England base rate, together with statutory compensation; and

  • Suspend ongoing mentoring sessions, cancel scheduled mock interviews, and withhold written feedback until all overdue invoices are settled in full.

6. Intellectual Property (IP) Rights

6.1. Consultant IP: The Consultant retains all ownership, copyright, and intellectual property rights in all proprietary training frameworks, presentation slides, mock assessment rubrics, guides, templates, and methodology shared during the engagement.

6.2. Client License: Subject to full settlement of all outstanding invoices, the Consultant grants the Client and Candidate a personal, non-exclusive, non-transferable, royalty-free license to use the written feedback and advisory notes for the Candidate’s personal professional development.

6.3. The Client and Candidate shall not reproduce, distribute, publish, or commercialize the Consultant’s training materials or assessment rubrics to third parties without prior written consent.

7. Confidentiality

7.1. Each party undertakes to maintain strict confidentiality regarding all proprietary, project, or commercially sensitive information received from the other party.

7.2. All project details, employer projects, and commercial case studies shared by the Candidate for the purpose of APC mentoring shall be treated by the Consultant as strictly confidential.

7.3. This obligation does not apply to information that is publicly known through no breach of these Terms, already lawfully known prior to disclosure, or required to be disclosed by applicable law or a competent court.

8. Limitation of Liability

8.1. Nothing in these Terms limits or excludes either party’s liability for death or personal injury resulting from negligence, fraud or fraudulent misrepresentation, or any liability that cannot legally be excluded under English law.

8.2. Exclusion of Consequential Losses: The Consultant shall not be liable to the Client or Candidate, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for:

  • Loss of profit, revenue, or business;

  • Loss of salary, promotion, or commercial opportunity arising from an unsuccessful assessment outcome;

  • Loss of reputation or goodwill; or

Any indirect, special, or consequential loss or damage.

8.3. Financial Liability Cap: The Consultant’s total aggregate liability arising out of or in connection with the Services, whether in contract, tort (including negligence), or otherwise, shall be strictly capped at the higher of:

  • The total fees paid by the Client to the Consultant under the applicable SOW in the 12 months preceding the event giving rise to liability; or

  • The total sum actually recovered by the Consultant under its Professional Indemnity insurance policy in respect of that claim.

9. Termination

9.1. Either party may terminate the engagement immediately by written notice if the other party:

  • Commits a material breach of these Terms that cannot be remedied, or fails to remedy such breach within 14 calendar days of written notice; or

  • Enters into administration, liquidation, bankruptcy, or makes an arrangement with creditors.

9.2. Upon termination, the Client shall pay the Consultant for all services delivered, time expended, and non-cancellable commitments incurred up to the date of termination.

10. Governing Law & Jurisdiction

10.1. These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes) shall be governed by and construed in accordance with the laws of England and Wales.

10.2. Both parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales.