Dental practice diagnostic agreement

This agreement covers a paid operational review of the dental practice or practice group named in the order details, the written findings and an owner readout. Its purpose is to identify and assess practical opportunities to improve enquiry handling and use of available appointment capacity.

Order details

As set out in your offer email and attached agreement: the practice and sites covered, remote or on site, the fee (GBP 5,000 remote or GBP 7,500 on site including UK travel), the contact for notices and your reference.

Payment is made in full through the Supplier's secure payment link before the VIP day is booked. The date is confirmed when payment has cleared and the Supplier has issued written booking confirmation. All amounts are in pounds sterling.

Scope and deliverables

1 Included work

The Supplier will carry out a preparation review, one working session of up to six hours excluding breaks at the named site or remotely as selected above, and a written operational assessment. The review covers enquiry handling, missed new patient enquiries, booking, cancellation recovery, suitable use of staffed chair time and reception workflows. The Client owner or authorised manager and relevant staff will participate at agreed times.

• Baseline measures and a workflow map based on the information available, with definitions and source periods stated.
• An opportunity assessment separating additional collected revenue, variable costs and contribution. Assumptions, capacity limits, overlap and missing evidence will be identified.
• A prioritised 90 day action plan, with suggested owners, dependencies and practical next steps.
• A written report and assessment worksheet delivered within five business days after the working session, unless a revised deadline is agreed in writing because essential information is delayed.
• One remote owner readout of up to 60 minutes, offered within ten business days after report delivery, and one consolidated factual correction round requested within ten business days of delivery.

2 Limits of the diagnostic

This is an operational consultancy service. It does not include clinical diagnosis or treatment, clinical triage, a CQC inspection, legal or tax advice, a valuation of the business, patient contact, software installation, live system changes or ongoing support. It covers the practice site or sites named in the order details, with the working session held at one site or remotely as selected. Additional sites, interviews, analysis or correction rounds require a written variation with an agreed fee and timing.

3 Preparation and client responsibilities

The Client will nominate a decision maker, arrange agreed staff access and provide representative, genuinely anonymised operational information at least two business days before the session. This may include diary totals, cancellation and refill counts, unique enquiry totals, actual collected fees and relevant incremental cost estimates. The Client remains responsible for the accuracy and lawful provision of its information. The Supplier will identify material data gaps promptly; the parties will agree a revised date or a limited evidence basis rather than present missing information as verified fact.

Opportunity guarantee

If the written assessment does not identify at least GBP 50,000 of estimated annual gross revenue opportunity, the Supplier will refund the full fee the Client paid (GBP 5,000 for remote or GBP 7,500 for on site), with no deduction for travel or any other cost. The opportunity figure is the total of the opportunities set out in the report, each calculated from the information the Client provided and the assumptions stated in the report. The guarantee applies only if: (a) the fee was paid in full; (b) the Client provided the information requested under clause 3 by the agreed date, or agreed a limited evidence basis under clause 3; (c) the Client's decision maker attended the working session; and (d) the Client asks in writing within 14 days of report delivery. The Client keeps the report and worksheet after a refund. The guarantee applies once per Client and its group companies. It concerns opportunity identified, not revenue later achieved (clause 7).

Commercial terms

4 Fees and VAT

The fee includes the deliverables in clause 1. No additional expense or charge is authorised without written Client approval. The Supplier is currently not VAT registered and will not charge VAT under that status. The stated service fee is exclusive of VAT if VAT later becomes legally chargeable on this supply; the Supplier must notify the Client, explain any change to the total and provide a valid VAT invoice. This does not authorise an increase in the underlying service fee.

5 Cancellation and rescheduling

The Client may reschedule once without an additional service fee by giving at least five business days notice. A later request is subject to availability and reimbursement only of approved, unavoidable external costs. If the Client cancels before the working session, the Supplier will refund prepaid fees less preparation already performed at GBP 150 per hour, capped at GBP 750, and approved external costs that cannot reasonably be recovered. The Supplier will provide a breakdown and mitigate costs. Refunds are due within fourteen calendar days of agreement of the breakdown.

If cancellation occurs after the working session starts, earned charges are assessed against these fee allocations: preparation GBP 750, working session GBP 3,000, report and readout GBP 1,250. Partially completed stages are charged reasonably in proportion to work performed; there is no double charge for the same work. Total service charges cannot exceed GBP 5,000. Any unearned prepaid balance is refunded. If the Supplier cancels, the Client may choose a mutually agreed replacement date or a refund of fees for undelivered services. A full refund is due if the Supplier cancels before the session and no substitute date is agreed.

The figures above are for the remote format. For the on-site format they are: preparation charged at GBP 150 per hour capped at GBP 1,125; fee allocations of GBP 1,125 for preparation, GBP 4,500 for the working session and GBP 1,875 for the report and readout; and total service charges cannot exceed GBP 7,500.

6 Delivery and correction

The Supplier will exercise reasonable skill and care. The Client will identify any failure to provide an agreed deliverable or any factual error promptly and in reasonable detail. The Supplier will correct an in scope error or omission without additional charge within an agreed reasonable time. The correction window in clause 1 does not remove remedies for breach. Approval or payment does not constitute acceptance of an unsupported revenue estimate.

7 Estimates and decisions

Assessments are estimates based on stated data and assumptions. Results depend on demand, suitable capacity, staffing, pricing, collection, implementation and other factors outside the Supplier control. No revenue, profit, utilisation, cancellation reduction or return on investment is guaranteed. The Client makes its business decisions and retains responsibility for clinical decisions, patient safety and regulatory compliance. The Supplier remains responsible for performing its own agreed work with reasonable skill and care.

Confidentiality and information

8 Confidential information

Each party will protect the other party confidential information, use it only to perform or receive the agreed service, and disclose it only to people with a need to know who are bound by appropriate confidentiality obligations. This does not apply to information already lawfully known, independently developed, public through no breach, or lawfully received without restriction. Disclosure required by law is permitted, with prior notice where lawful. These duties continue for three years after the service ends, and for trade secrets while they remain trade secrets.

9 Data limits and security

The diagnostic uses genuinely anonymised operational data. The Client must not send patient identifiers, identifiable patient recordings, passwords, raw patient records or pseudonymised data that can still be linked to individuals. The Supplier will use restricted access, appropriate security and authorised tools. If identifiable information is received unexpectedly, the Supplier will restrict its use, notify the Client promptly and agree secure deletion or another lawful action. Identifiable data will not be used for analysis until appropriate written processing terms and safeguards are in place.

The parties each act as independent controllers for their ordinary business contact, contract and invoicing records, and must comply with applicable data protection law. This clause is not an Article 28 patient data processing agreement. Supplier access to Client personal data for processing on Client instructions requires a separate agreement before that processing starts. The Supplier may use AI tools, from providers bound by contract not to use the data to train their models, to analyse the anonymised operational information the Client provides and to prepare the assessment. It will not upload patient data to any AI tool. It will not publish a case study, or use Client information to evaluate an acquisition for its own benefit, without prior written Client permission.

10 Retention and ownership

The Client retains ownership of its data. Source extracts and working copies will be returned or deleted on written request after delivery, and otherwise within ninety days after the readout, subject to necessary legal retention and ordinary backup cycles. Retained records will remain protected and be used only for the relevant obligation. Once the fee is paid, the Client receives a perpetual, non exclusive licence to use the delivered report and worksheet internally and share them confidentially with its professional advisers. Supplier retains its pre existing methods, templates and tools. The assessment is for the Client's internal use. The Supplier owes no duty of care to anyone else who sees it. This licence continues if the fee is refunded under the guarantee.

General terms

11 Liability

Nothing limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or any liability that cannot lawfully be limited. Subject to that: (a) each party's total liability arising out of or in connection with this agreement is limited to the fees paid or payable under it; (b) neither party is liable for loss of profit, revenue, business, goodwill or anticipated savings, or for any indirect or consequential loss; (c) the Supplier is not liable for loss arising from decisions the Client makes, or actions it takes or does not take, on the basis of the assessment; (d) any claim must be notified in writing within 12 months of report delivery. This clause does not limit the Client's duty to pay fees properly due, or the Supplier's duty to repay an agreed refund or a refund under the guarantee.

12 Termination and disruption

Either party may terminate for a material breach not remedied within ten business days after written notice describing it, or immediately if the breach cannot be remedied. Earned fees, lawful refunds, confidentiality and accrued rights survive termination. A party affected by an event beyond reasonable control must notify the other promptly and mitigate the impact. If delivery cannot resume within twenty business days, either party may end the undelivered part; the Supplier will refund its unearned prepaid fees, subject to approved unavoidable external costs.

13 Variations and notices

A variation to scope, fees or dates requires written agreement by authorised representatives; a clear email exchange is sufficient. Notices must be sent to the notice emails in the order details and are effective when received. A business day means Monday to Friday excluding public holidays in England. Neither party may assign this agreement without written consent, except as required by law. The Client has no obligation to purchase implementation or another service.

14 Agreement and disputes

This document and any signed written variation form the agreement for this diagnostic and supersede earlier proposals about the same service. It does not exclude liability for fraud. If provisions conflict, a signed variation prevails over these terms. An unenforceable provision is severed only to the extent necessary; the remainder continues. The parties will first seek to resolve a dispute through their nominated representatives. The laws of England and Wales apply and its courts have exclusive jurisdiction. No third party has a right to enforce the agreement. The Client confirms it has not relied on any statement, promise or forecast made before this agreement, including on calls, in emails or on the website, that is not set out in this agreement. Nothing in this clause limits liability for fraud. If the order details and these terms conflict, the order details prevail, except that clause 11 always applies.

Acceptance

The Client accepts this agreement, including the completed order details, by signing it online or by ticking the acceptance box on the payment page, and then paying through the Supplier's secure payment link. The person accepting confirms they have authority to bind the Client. An online signature records the signer's name, position, the date and time, their IP address and a fingerprint of this agreement, and both parties agree it is a valid signature. The agreement takes effect when payment is completed.

Questions about this agreement: use the email link at the bottom of this page.