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The To-Do Dept
Last updated: 24 August 2026
These General Terms & Conditions (“Terms”) apply to services provided by The To-Do Dept, a UK sole trader (“I”, “me”, “my” or “The To-Do Dept”), to the client identified in the relevant proposal, quotation, contract or statement of work (“you”, “your” or “the Client”).
These Terms should be read alongside the individual contract, proposal, quotation or statement of work agreed between us (the “Client Agreement”).
By accepting the Client Agreement, you agree to these Terms.
If there is any conflict between these Terms and the Client Agreement, the Client Agreement will take precedence.
1. Services
I will provide the business administration, project support or other services described in the Client Agreement (“Services”).
The Client Agreement will set out, where applicable:
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the Services to be provided;
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the agreed package, number of hours or project scope;
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the fees;
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the start date;
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any agreed deadlines or milestones; and
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any other arrangements specific to the engagement.
I will provide the Services with reasonable care and skill.
Unless expressly agreed otherwise, I do not guarantee any particular commercial, financial or business outcome as a result of the Services.
2. Scope of work
The Services are limited to those agreed in the Client Agreement.
If you ask me to carry out work that falls outside the agreed scope, I will let you know before undertaking the additional work where reasonably practicable.
Additional work may:
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be charged at my applicable hourly rate;
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require the purchase of additional hours;
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require a separate quotation; or
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result in an adjustment to an agreed deadline.
I will not be required to undertake material additional work unless we have agreed the revised scope and any additional fees.
3. Client responsibilities
To enable me to provide the Services effectively, you agree to:
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provide accurate and complete information where reasonably required;
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provide necessary instructions, approvals and feedback within a reasonable timeframe;
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provide access to relevant systems, documents, accounts and software where required;
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ensure that you have the authority to give me access to any information or systems provided;
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maintain appropriate licences and subscriptions for any software or systems you require me to use; and inform me promptly of anything that may affect the Services, scope or agreed deadlines.
I will not be responsible for delays or additional costs caused by your failure to provide information, access, instructions, approvals or feedback when reasonably required.
Where this causes a significant delay, agreed delivery dates may need to be revised.
4. Working arrangements
Unless otherwise agreed in writing, I provide the Services remotely and manage my own working hours and methods.
I operate as an independent sole trader. Nothing in our agreement creates an employment relationship, partnership, joint venture or agency relationship between us.
You are engaging The To-Do Dept to provide the agreed Services and not to act as an employee of your business.
5. Availability and communication
5.1. Turnaround times and response times
I will make reasonable efforts to respond to client communications within an appropriate timeframe during my normal working periods.
Any particularly urgent work is subject to my availability and may be subject to an additional fee where agreed in advance.
Standard response time:
I aim to acknowledge emails and new task requests within 1 working day during my normal working hours.
Standard turnaround time:
Where no specific deadline has been agreed, I aim to complete standard tasks within 2 working days of receiving all information, access and instructions required to complete the task.
Turnaround times may vary depending on the complexity and volume of work requested. Where a task is likely to take longer than the standard turnaround time, I will let you know and agree on an appropriate deadline.
Any deadline that is particularly time-sensitive should be highlighted when the task is submitted. Urgent or same-day work is subject to availability and is not guaranteed unless agreed in advance.
For project-based work, turnaround times and deadlines will normally be managed according to the milestones and delivery schedule agreed for the individual project.
Delays in receiving information, access, feedback or approvals from the Client may result in the agreed turnaround time or deadline being extended.
5.2. Working Hours
My standard working hours are:
Working days: Monday-Friday
Working hours: 9-5:00pm
Time zone: UK time (GMT/BST as applicable)
Work and communications will normally be handled during these hours.
Messages and task requests may be sent outside these hours, but I am not expected to monitor or respond to them until my next working period.
Evening, weekend and bank holiday work is not included as standard and will only be undertaken where specifically agreed and subject to availability.
5.3. Annual Leave & Holidays
As an independent service provider, I may take annual leave throughout the year.
Where reasonably practicable, I will provide Clients with at least 4 weeks of notice for planned periods of leave that may affect the delivery of their Services.
Before planned leave, I will work with ongoing clients to identify any priority tasks or deadlines that need to be managed in advance.
5.4 Christmas & New Year
The To-Do Dept will normally close for a Christmas and New Year break each year.
The anticipated closure period is:
From: 23 December
Returning: 2nd January
Exact dates will be communicated to ongoing Clients at least 6 weeks in advance each year.
Unless otherwise specifically agreed, work will not be undertaken and messages will not be monitored during the Christmas closure.
For monthly retainer Clients, retainer hours and fees will continue as normal.
5.5 Unplanned Absence
In the event of illness, emergency or another unexpected circumstance that prevents me from working, I will notify affected clients as soon as reasonably practicable.
Where possible, I will provide an updated expected delivery date for any affected work.
If a significant period of absence prevents me from delivering Services that have already been paid for, I will discuss an appropriate solution with the Client, which may include rescheduling the work, carrying forward affected hours or providing an appropriate refund or credit.
6. Fees and invoicing
Fees will be set out in the Client Agreement.
Depending on the Services, fees may be charged:
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at an hourly rate;
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as a fixed project fee;
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as a package of hours;
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on a recurring basis; or
using another pricing arrangement agreed between us.
Invoices will be issued in accordance with the payment schedule set out in the Client Agreement.
Unless otherwise stated in the Client Agreement, invoices must be paid within 14 calendar days of the invoice date.
Payment should be made using the payment method stated on the invoice.
You are responsible for ensuring that invoices are paid by the due date.
7. Late payment
If an invoice remains unpaid after its due date, I reserve the right to:
send payment reminders;
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pause or suspend further Services until outstanding amounts have been paid; and
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exercise any rights available to me under applicable UK law in relation to late commercial payments, including claiming statutory interest and applicable recovery costs where I am legally entitled to do so.
I will not be responsible for delays to the Services caused by their suspension due to overdue invoices.
8. Packages and purchased hours
Where you purchase a package containing a specified number of hours, those hours may only be used for the Services agreed between us.
The Client Agreement will specify any applicable period within which purchased hours should be used.
Unused hours will not automatically roll over into a subsequent period unless expressly agreed in writing.
Unless otherwise agreed or required by law, unused hours are non-refundable once the relevant service period has begun.
If the work requested is likely to exceed the remaining hours available, I will notify you and discuss purchasing additional hours or adjusting the scope.
9. Project work
Where I am engaged to provide project-based support, the scope, estimated timescale and fee will be agreed separately.
Any quotation is based on the information available at the time it is provided.
If the project requirements materially change, additional work is requested, or circumstances outside my reasonable control increase the amount of work required, I may provide a revised quotation or agree additional charges with you before continuing with the affected work.
Changes to the project scope may also affect delivery dates.
10. Cancellations and rescheduling
If you wish to cancel or reschedule booked work, you should provide as much notice as reasonably possible.
Any specific cancellation period or cancellation charge will be stated in the Client Agreement.
Where significant time has already been reserved specifically for your work, or work has already commenced, you will remain responsible for fees relating to work already completed and any other charges expressly agreed in the Client Agreement.
11. Expenses and third-party costs
You will not be charged additional expenses or third-party costs without your prior approval unless they have already been expressly agreed in the Client Agreement.
Where you approve a purchase or expense required for your work, this may be added to your invoice or paid directly by you, as agreed.
12. Confidentiality
During our working relationship, each party may have access to confidential or commercially sensitive information belonging to the other.
I will keep your confidential information confidential and will only use it as necessary to provide the Services.
You agree to keep confidential business information belonging to The To-Do Dept.
Confidential information does not include information that:
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is already publicly available through no breach of these Terms;
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was lawfully known to the receiving party before it was disclosed;
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is lawfully obtained from another source;
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must be disclosed by law or a competent authority.
These confidentiality obligations will continue after our working relationship ends.
13. Access to client systems and accounts
You may provide me with access to systems such as:
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email accounts;
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calendars;
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cloud storage;
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customer relationship management (CRM) systems;
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project management platforms;
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document management systems;
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social media or business platforms;
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other systems reasonably required to provide the Services.
I will only use such access for the purpose of providing the agreed Services and in accordance with your reasonable instructions.
Where possible, you should provide individual user access rather than sharing your own passwords.
You remain responsible for managing your systems, subscriptions, permissions and overall security arrangements.
When access is no longer required, you should revoke any permissions or accounts provided to me.
14. Data protection
Each party agrees to comply with applicable UK data protection legislation when processing personal information in connection with the Services.
Where I process personal information solely on your behalf in providing the Services, you will generally act as the data controller and The To-Do Dept will act as the data processor.
In those circumstances:
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I will process personal information only on your documented instructions unless required otherwise by law;
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I will ensure that personal information is treated confidentially;
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I will take appropriate technical and organisational measures to protect personal information;
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I will provide reasonable assistance where required in relation to individuals exercising their data protection rights;
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I will provide reasonable assistance with your obligations relating to data security, personal data breaches and data protection impact assessments where applicable;
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I will notify you without undue delay if I become aware of a personal data breach affecting personal information processed on your behalf;
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I will not appoint a sub-processor to process personal information on your behalf without appropriate authorisation and contractual safeguards;
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at the end of the Services, I will, at your request, return or securely delete personal information processed on your behalf unless I am legally required to retain it; and
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I will provide information reasonably necessary to demonstrate compliance with these obligations and permit reasonable audits or inspections where required by applicable data protection law.
Where relevant, the Client Agreement or a separate Data Processing Agreement may provide additional details concerning:
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the subject matter and duration of processing;
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the nature and purpose of processing;
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the types of personal information involved;
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the categories of individuals whose information is processed; and
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your rights and obligations as data controller.
You are responsible for ensuring that you have a lawful basis for collecting and processing any personal information that you instruct me to access or process.
15. Intellectual property
Unless otherwise agreed in writing, you will own the final work specifically created by me for you and paid for in full as part of the Services.
The To-Do Dept retains ownership of:
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pre-existing materials;
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templates;
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processes;
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systems;
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methodologies;
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know-how; and
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other intellectual property developed independently of your engagement.
Where my pre-existing materials are incorporated into work supplied to you, I grant you a non-exclusive licence to use those materials as reasonably necessary for your own business purposes.
Third-party materials remain subject to the intellectual property rights and licence terms of their respective owners.
16. Client materials
You retain ownership of documents, branding, content, data and other materials that you provide to me.
You confirm that you have the necessary rights and permissions for me to use any materials you provide for the purpose of delivering the Services.
I will not be responsible for claims arising from materials you instruct me to use where you do not have the necessary rights or permissions.
17. Accuracy and approvals
I will take reasonable care when completing work on your behalf.
However, you remain responsible for reviewing and approving final documents, communications, data, content or other outputs before they are published, submitted, distributed or relied upon, unless we have expressly agreed that I am responsible for that final action.
You are responsible for decisions made on behalf of your business and for ensuring that your business complies with its own legal, regulatory, tax and professional obligations.
The Services do not constitute legal, financial, tax or other regulated professional advice unless expressly agreed otherwise and I am appropriately qualified to provide such advice.
18. Third-party services
The Services may involve the use of third-party software, websites, platforms or services.
I am not responsible for the availability, performance, security, errors, outages, changes or actions of third-party providers outside my reasonable control.
Where a particular third-party service is required for your work, you remain responsible for complying with its applicable terms unless otherwise agreed.
19. Limitation of liability
Nothing in these Terms excludes or limits liability where doing so would be unlawful, including liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation.
Subject to the above, I will not be liable for indirect or consequential loss, loss of profits, loss of anticipated savings, loss of business opportunities or loss arising from circumstances outside my reasonable control.
I will not be liable for losses arising directly from:
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inaccurate or incomplete information supplied by you;
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your failure to follow reasonable advice or instructions;
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delays caused by you or a third party;
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actions taken by me in accordance with your instructions;
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failures or interruptions affecting third-party systems outside my reasonable control.
To the extent permitted by law, my total aggregate liability arising from the Services will not exceed the total fees paid or payable by you to The To-Do Dept under the relevant Client Agreement during the six months immediately preceding the event giving rise to the claim, or the total fees payable for the relevant project where the engagement lasts less than six months.
20. Events outside reasonable control
Neither party will be responsible for a failure or delay in performing its obligations where this is caused by circumstances outside its reasonable control.
These circumstances may include significant illness, power or internet outages, failure of essential third-party services, natural disasters, severe weather, government action or other events that could not reasonably have been prevented.
The affected party should notify the other as soon as reasonably practicable.
21. Ending the agreement
Either party may terminate the Client Agreement in accordance with any notice period specified in it.
If no notice period is specified, either party may terminate an ongoing engagement by providing 30 days’ written notice.
Either party may terminate the agreement immediately where the other party:
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commits a serious breach of the agreement and, where the breach can reasonably be remedied, fails to remedy it within a reasonable period after being notified;
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becomes insolvent or ceases trading;
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engages in unlawful, abusive or seriously inappropriate conduct connected with the Services.
I may also suspend or terminate Services where invoices remain materially overdue.
When the agreement ends, you must pay all outstanding invoices and fees for Services provided up to the termination date.
22. Handover following termination
Following termination, I will take reasonable steps to return client materials and provide an appropriate handover of work completed up to the termination date.
Any substantial additional handover work requested beyond the normal scope of the engagement may be chargeable at my applicable rate.
Access to client systems should be removed once it is no longer required.
23. Changes to these Terms
I may update these Terms from time to time.
Changes will not retrospectively alter an existing Client Agreement unless we both agree to the change in writing.
The version supplied with or incorporated into the relevant Client Agreement will apply to that engagement unless otherwise agreed.
24. Notices and written communication
Where these Terms require something to be agreed, approved or notified “in writing”, email is sufficient unless the Client Agreement expressly states otherwise.
25. Entire agreement
The Client Agreement together with these Terms and any documents expressly incorporated into it form the agreement between us relating to the Services.
They replace any previous discussions, correspondence or understandings relating to the same Services, except where expressly incorporated into the Client Agreement.
Nothing in this section limits liability for fraud or fraudulent misrepresentation.
26. Governing law
These Terms and the Client Agreement are governed by the laws of England and Wales.
The courts of England and Wales will have jurisdiction in relation to disputes arising from the agreement, subject to any rights that cannot lawfully be excluded.
General Terms & Conditions
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