Terms of service | Sidra Advisory

These terms apply to every use of Sidra Advisory's free check, full review and findings reports. Please read section 8 carefully: it limits and excludes our liability to you.

1. About us

Sidra Advisory Ltd ("we", "us") is a company registered in England and Wales, company number 17199320. Registered office: 83 Winterfold Close, London, England, SW19 6LF. Contact: hello@sidraadvisory.com.

2. Who these terms are for

Our services are for businesses only. By ticking the box to accept these terms you confirm that you are acting for a business, trade or profession and not as a consumer, and that you are authorised to accept these terms for the business you name ("you"). A contract on these terms is formed when you submit records for a full review, and again for the report when you pay to unlock it. The version of these terms shown when you accept them applies.

3. What we provide

Free check. An automated check that runs in your own web browser on a file you choose. It is general information only.
Full review. Automated analysis of the records you upload, followed by a review of each possible finding by a person before results are shared with you. A "finding" is an item in your records that, on the basis of those records alone, appears to show an overpayment to a supplier or an amount not billed to a customer.
Report. When findings are confirmed, we show you their total, a breakdown and one finding in full. The full report, including every finding, the supporting evidence from your records, draft letters and a findings register, is unlocked when you pay the fee in section 5.

What we do not do. We provide analysis of the records you supply. We do not give legal, financial, accounting or tax advice. Except under the supplier savings service in section 14, and only within the authority you give there, we do not contact your suppliers, customers or anyone else for you, collect or recover money, or act as your agent. We do not guarantee that any amount is owed to you, that any amount can be recovered, or that our checks will identify every error in your records.

Register checks. Where your records include supplier VAT or company numbers, we may check them against HMRC's VAT register and the Companies House register. Results reflect those registers on the date checked.

Method. Each report states the engine version, the checks run and a fingerprint of each file, so the same files can be re-run to give the same findings.

4. Your responsibilities

You must have the right to share the records you upload with us, including any personal data in them, and a lawful basis for doing so.
Our findings depend entirely on the records you supply. You are responsible for their accuracy and completeness.
You must check each finding against your own records, and take your own professional advice where appropriate, before acting on it.
Draft letters and notes are templates for you to review and adapt. You decide whether to send them, to whom and in what form, and you are responsible for anything you send or do.

5. Fees and payment

The free check and the full review are free.
The fee to unlock a report is 20% of the total value of the confirmed findings if you pay within 7 days of the date we tell you the findings are ready, and 25% after that. The exact amount is shown before you pay. Fees are payable in the currency of your records, plus VAT if it applies.
If the confirmed findings total less than £1,000 (or the equivalent in your currency), we unlock the report free of charge.
You are not obliged to pay. If you do not unlock a report within 30 days of the findings being ready, the findings and your records are deleted and you owe us nothing.
The fee is for the analysis and the report. It is payable whether or not you choose to act on any finding and whether or not any amount is recovered.
Payments are taken by our payment provider, Stripe. We do not see or store your card details.

6. Refunds

If, within 90 days of unlocking a report, a supplier or customer provides you with documents showing that a confirmed finding was incorrect, send them to us and we will refund the part of the fee that relates to that finding. Because the report is supplied immediately on payment and our services are for businesses only, no other refunds are available. This refund is your only remedy for an incorrect finding.

7. Our standard of service

We will carry out the full review with reasonable care and skill. Apart from that, and to the fullest extent permitted by law, all warranties, conditions and other terms implied by statute or common law are excluded, and the free check and all reports are provided on an "as is" basis.

8. Our liability to you

What we do not limit. Nothing in these terms limits or excludes our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot be limited or excluded under the law of England and Wales.
Your decisions. Subject to 8.1, we are not liable for any loss or damage arising from any decision you make, or any action you take or do not take, on the basis of the free check, a review or a report, including any letter, invoice or communication you send.
Software, automated checks and AI. We use software, automated checks, statistical models and artificial intelligence (AI) tools to help prepare our analyses, findings, spend analyses, savings assessments, estimates, summaries, letters and the answers given by the chat assistants on our website. These tools are aids. Their outputs can be incomplete, out of date or wrong, and estimates and benchmarks are not predictions you should rely on without checking. You should check any output against your own records before acting on it. The chat assistants give general information only: their answers are not part of any report or proposal, are not advice, and do not change these terms or any price. Subject to 8.1, we are not liable for any loss arising from an error in, or your reliance on, any output of these tools, except to the extent that the error appears in a finding or figure that we have confirmed in a report or proposal, in which case the rest of this section 8, including the overall cap, applies.
Third parties and your records. Subject to 8.1, we are not liable for the acts, omissions or responses of your suppliers, customers or any other third party, for any harm to your relationships with them, for any amount that is not paid or recovered, or for any error caused by records that are inaccurate, incomplete or out of date.
Types of loss. Subject to 8.1, we are not liable, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for any loss of profit, revenue, business, contracts, anticipated savings, goodwill or reputation, or for any indirect or consequential loss.
Overall cap. Subject to 8.1, our total liability to you arising under or in connection with these terms and our services, whether in contract, tort (including negligence), breach of statutory duty or otherwise, is limited to the fee you paid for the report concerned or, where you have paid no fee, £100.
Time limit for claims. Any claim against us must be started within 12 months of the date you first became aware, or ought reasonably to have become aware, of the facts giving rise to it.
Claims against individuals. You agree that you will not bring any claim personally against our directors, employees or contractors in connection with our services. They may rely on this clause under the Contracts (Rights of Third Parties) Act 1999.
Why these limits are reasonable. You accept that these limits are reasonable given that automated and AI tools are used to keep our services affordable, that the free check and full review are free, the fee is set by reference to the confirmed findings, our findings depend on records you control, you check each finding before acting, and you decide what to do.
Your indemnity. You will indemnify us against any claim brought by a third party, including any supplier or customer, arising from your use of a report or draft letter, any communication you send, or your breach of section 4.

9. Data protection

Our privacy notice explains how we use personal data about you.
For personal data contained in the records you upload, we act as your processor. We will: process it only to provide the review and report, on your instructions set out in these terms; keep it confidential and ensure anyone processing it is under a duty of confidence; protect it with appropriate technical and organisational measures; use only the sub-processors listed in our privacy notice, and tell you of any change; help you respond to requests from individuals and meet your security obligations; tell you without undue delay if we become aware of a personal data breach affecting it; delete it in line with section 11; and give you the information you reasonably need to show compliance with this clause.

10. Benchmarks

You grant us a perpetual, royalty-free licence to create and use anonymised, aggregated figures derived from your review, such as the share of payments that were duplicated, the share of spend affected by each type of finding, and your sector and size band, to build and publish benchmarks and to improve our checks. These figures never include names, invoice or order references, amounts or anything else that identifies you, your suppliers, your customers or any individual. We do not show any benchmark that combines fewer than five businesses. Once anonymised and aggregated, these figures are not your confidential information.

11. Confidentiality and retention

We keep your records and reports confidential and use them only to provide our services, except for the anonymised figures described in section 10 or where the law requires disclosure. Unpaid findings and the records behind them are deleted 30 days after the findings are ready. After you unlock a report, your uploaded records are deleted after 30 days and the report after 90 days, so please download what you need. Records we never review are deleted after 60 days.

12. Intellectual property

You may use your report for your own business purposes, including sharing it with your advisers and with the suppliers or customers it concerns. Our checks, software, templates and website remain ours.

13. Payment monitoring

What it is. With your authorisation we connect to your Xero organisation with read-only access to bills and supplier contacts, and check unpaid bills for possible duplicates, recent changes to supplier bank details, VAT numbers that are not valid or not on HMRC's register, and suppliers recorded at Companies House as dissolved or in liquidation. We email you alerts.
Alerts are prompts, not advice. An alert is something for you to check. It does not mean a bill is wrong or fraudulent, and the absence of an alert does not mean a bill is correct. You decide whether to pay any bill. We cannot make, change or stop payments.
Fees. The first check is free. Ongoing monitoring is charged monthly in advance at the price shown when you subscribe, through Stripe. You can cancel at any time through the billing link on your monitoring page; monitoring stops at the end of the period already paid. No refunds are given for part periods.
Liability. Section 8 applies to monitoring. In addition, and subject to 8.1, we are not liable for any payment you make or do not make, including a payment to a fraudster, whether or not an alert was raised. Our total liability for monitoring in any 12 months is limited to the monitoring fees you paid in that period.
Data. We keep the bill and supplier details needed for the checks while monitoring is active. If you do not subscribe, or you cancel, the connection is removed and the data deleted within 30 days. You can disconnect and delete everything immediately from your monitoring page.

14. Spend analysis and the supplier savings service

Spend analysis. Each report includes, free of charge, a spend analysis of the supplier invoices you supplied: the same item bought at different prices, price rises from the same supplier, items bought from several suppliers and where your spend is concentrated. It is arithmetic on your records. It describes what you paid and is not a forecast, estimate or promise of savings. Suppliers may differ in quality, specification, delivery or terms, and items with the same description may not be the same product. No fee is charged on it.
The savings service. If you ask, we first make an initial assessment, from your records, the information you give us and any documents you send, of where and how much you could save. The initial assessment is free and is an estimate: it is not a promise of any saving. If the evidence supports it, we send you a proposal. The service starts only when you accept a proposal on our platform and pay the engagement fee. The proposal sets out the scope, the fees and the duration, and forms part of these terms.
Credit check. Before proposing, we may check your company's record at Companies House. We may decline to make a proposal, or ask for different payment terms, as a result.
Who does the work. We provide the service. We may carry it out through procurement specialists who work for us under contract and are bound by confidentiality, data protection and anti-bribery obligations. You agree not to engage, directly or indirectly, any specialist introduced to you through the service to provide procurement or cost-reduction services, other than through us, during the engagement and for 12 months after it ends.
Energy and insurance. We do not act as an energy broker or arrange, advise on or negotiate insurance. For energy, you obtain offers and sign any new supply contract directly with the supplier, and we analyse them for you. For insurance, we identify cover that appears duplicated or no longer needed for you to raise with your own broker. We take no commission from any supplier, insurer or energy supplier.
Baseline. After you pay the engagement fee, you confirm on our platform the prices, rates and volumes you pay at the start (the “baseline”). The savings in your savings report are measured against it.
The savings report and its fee. We complete the assessment and prepare a savings report showing, by area and item, where you can save, how much a year, the evidence for each saving and how to achieve it. “Proven Savings” are the annual savings the report shows as proven: those supported by written quotes, by your own records, or by dated published benchmarks (counted at the reduced rate stated in the report), each calculated against the baseline. Savings shown only as estimates are excluded. When the report is ready we show you the Proven Savings, the total for each area and one saving in full, and the savings report fee falls due: the rate in your proposal applied to the Proven Savings, less the engagement fee. We release the detailed report when that fee is paid. The fee is payable whether or not you make any of the savings, because it is for finding them and showing you how. If the rate applied to the Proven Savings is less than the engagement fee, nothing more is payable. The engagement fee is not refundable once work has started.
Using the report. The detailed report is for your own business. You may act on it yourself, through us or through anyone else. You may share it with your professional advisers, but you may not publish, sell or pass it to anyone else.
Implementation. If you ask, we will propose to put the savings in place for a fixed fee, in a separate implementation proposal that forms part of these terms. You do not have to accept it. If you accept, you authorise us and our specialists to contact the suppliers in scope on your behalf, to share with them the information reasonably needed to ask for better prices and terms, and to receive their offers. We have no authority to commit you to anything. You decide whether to accept any offer, and you sign any agreement with a supplier yourself. The implementation fee is payable on acceptance and does not depend on the offers you accept or the savings achieved.
Payment method. You pay the engagement fee by card or Direct Debit, and that payment method is saved. You authorise us to charge to it the savings report fee when the report is ready and any implementation fee when you accept an implementation proposal. We email you before each charge. If a charge fails or is reversed, the fee remains payable within 14 days by another method.
Late payment. We may charge interest and compensation on late payments under the Late Payment of Commercial Debts (Interest) Act 1998, and may pause the service while any fee is overdue.
No guarantee. Proven Savings are calculated from the evidence available to us; they are not a promise that any supplier will offer them. Savings depend on suppliers' decisions and market conditions. We do not guarantee that any saving will be achieved, that any supplier will respond, or that a new supplier or price will suit your business. It is for you to judge whether to accept an offer, including its quality, delivery, contract length and other terms.
Liability. Section 8 applies to the savings service, and, subject to 8.1, our total liability for an engagement is limited to the fees you have paid for it. We are not liable for any act or omission of a supplier, for any change in your relationship with a supplier, or for the consequences of any decision you make about your suppliers.
Ending. Either of us may end an engagement at any time by email. If you end it after we have shown you the savings report summary, the savings report fee remains payable. Fees already paid are not refunded once the work they cover has started.

15. General

These terms are the entire agreement between us about our services and replace any earlier discussions. You have not relied on any statement that is not in these terms.
If any part of these terms is found to be unenforceable, the rest remains in force, and the affected part applies to the greatest extent permitted.
We may update these terms for future reviews. The version you accepted applies to your review and report.
No one other than you, us and the people named in clause 8.8 has any right to enforce these terms.
These terms and any dispute arising from them, including non-contractual disputes, are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction.