Terms & Conditions

Terms and Conditions for the provision of Debt Collection & Associated Services.

1. Interpretation

1.1 Definitions. In these Conditions and the Contract Summary, the following definitions apply:

Business Day: a day (other than a Saturday, Sunday or public holiday) when banks in London are open for business.

Charges: the agreed commission rates, charges and other amounts payable by the Client calculated in accordance with the Contract Summary and/or otherwise set out in this agreement.

Client: the person, firm or company purchasing the Services from Turner Clifford.

Code of Conduct: Turner Clifford's internal code of conduct for the provision of Debt collection and associated services, as may be revised from time to time.

Conditions: these terms and conditions as amended or supplemented from time to time in accordance with clause 13.8.

Contract: the contract between Turner Clifford and the Client for the supply of Services, comprising the Contract Summary and these Conditions.

Contract Summary: the Contract Summary issued by Turner Clifford setting out details of the Services to be supplied to the Client. The Contract Summary may be delivered in different formats depending on the circumstances, such as a document, email, verbal, or other written/electronic form.

Debtor: refers to any of the Client's Debtors in relation to which Debt collection Services are to be provided by Turner Clifford (and Debtor Account and Debt shall have a corresponding meaning).

Intellectual Property Rights: all patents, rights to inventions, utility models, copyright and related rights, trade marks, service marks, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database rights, topography rights, moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world.

Minimum Commission Charge: means £200 plus VAT (or such other amount as may be specified in the Contract Summary).

Principal Debt: the original debt or invoice value, excluding collection costs, compensation, interest, or other ancillary sums applied.

Services: the Debt collection, credit control and/or associated services to be supplied by Turner Clifford to the Client under the Contract, as set out in the Contract Summary and as described in more detail in the Services Description (if any).

Services Description: the description or specification of relevant Services provided in writing by Turner Clifford to the Client from time to time (whether in the Contract Summary or otherwise).

Turner Clifford: Turner Clifford Limited (registered in England and Wales with company number 13913455).

1.2 Construction. In these Conditions, the following rules apply:

(a) A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).

(b) A reference to a party includes its personal representatives, successors or permitted assigns.

(c) A reference to a statute or statutory provision is a reference to such statute or provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted.

(d) Any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.

(e) A reference to writing or written includes faxes and e-mails.

2. Basis of contract

2.1 Any instruction by the Client to commence work, whether verbal, written, or electronic, constitutes full acceptance of these Terms & Conditions and forms a legally binding contract. The Client confirms that the person providing such instruction has the authority to do so. Any alternative terms proposed by the Client are invalid unless agreed in writing by Turner Clifford Ltd.

2.2 The Contract constitutes the entire agreement between the parties. The Client acknowledges that it has not relied on any statement, estimate or representation whether verbal or in writing which is not expressly set out in this Contract. The Contract Summary and these Conditions apply to the exclusion of any other terms that the Client seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.

2.3 The description of the Services is as set out in the Contract Summary and any Services Description(s) passed to the Client specifically in connection with the Contract. Any general descriptive matter or advertising issued by Turner Clifford, and any descriptions or illustrations contained in the catalogues or brochures of Turner Clifford, are issued or published for the sole purpose of giving an approximate idea of the Services described in them. They shall not form part of the Contract or have any contractual force.

2.4 Any quotation given by Turner Clifford shall not constitute an offer and is only valid for a period of 7 Days from its date of issue.

3. Procedures for debt recovery

3.1 Upon any new Debtor Account being referred to Turner Clifford for the provision of Debt collection Services (subject to Turner Clifford confirming it accepts such Debtor Account):

(a) The Client must immediately stop all collection activity on the Debtor Account, directly or via third parties, and ensure that Turner Clifford is the sole agency handling recovery. Non-compliance does not affect Turner Clifford's right to claim any due costs, fees, or commissions under this agreement;

(b) the Client must notify Turner Clifford of all relevant disputes and/or circumstances (if any) which may have resulted in the relevant Debts not being paid, and provide the history of communications where available;

(c) the Client must promptly supply Turner Clifford with an original copy of the Client's invoice(s) and/or proof of order(s), contracts and any other relevant information required by Turner Clifford to assist with the debt collection Services;

(d) the Client must promptly provide Turner Clifford with all up-to-date contact information which the Client holds for the Debtor; and

(e) all monies subsequently paid by the Debtor or any third party on their behalf (whether to Turner Clifford or to the Client) are deemed to have been collected by Turner Clifford and will be subject to Charges under the Contract.

3.2 The Client may withdraw a Debtor Account by giving 30 days' written notice, but not while an instalment plan, settlement offer, or other payment arrangement is active, under discussion, or agreed, without Turner Clifford's written consent. Any withdrawal, whether by notice or by conduct, may incur the Charges set out in clause 6.2 (and any other Charges under this Agreement), unless Turner Clifford, in its sole discretion, waives or reduces them in writing.

3.3 During the provision of Debt Collection Services, the Client accepts that Turner Clifford shall:

(a) Contact Debtors promptly via letter, email, social media or telephone;

(b) Provide reports upon reasonable request and maintain accurate transaction records;

(d) Apply collection costs, interest, and compensation to the Principal Debt, and notify the Debtor accordingly;

(e) Explore potential settlement agreements in the Client's best interests, without committing the Client to any terms without their express approval;

(f) Use their professional judgment to take appropriate pre-litigation recovery actions, including but not limited to issuing internal letters before action, statutory demands, and notifying debtors of potential legal proceedings.

3.4 Turner Clifford will not be held responsible for any Debts which are collected by third party agents or held by banks or any other financial institutions that are not remitted to Turner Clifford for any reason.

3.5 The Client authorises Turner Clifford to conduct and conclude all negotiations, including agreeing instalment plans or payment for the Principal Debt only whenever, in Turner Clifford's reasonable judgment, pursuing any interest, compensation or recovery costs could delay or jeopardise the collection of the Principal Debt. The Client agrees that Turner Clifford is under no obligation to collect any amount beyond the Principal Debt, and that any failure to do so does not affect the Client's liability to pay any Charges, Minimum Commission Charge or any other sums payable under this Agreement.

3.6 Turner Clifford does not provide legal advice, and any information or guidance provided in connection with the Services is of a general nature only and shall not be relied upon as legal advice. The Client remains responsible for its own decisions in relation to any Debt and is encouraged to obtain independent legal advice before deciding how to proceed. Turner Clifford is under no obligation to recommend or pursue legal proceedings in relation to any Debt, whether directly or via any third party or appointed partner, and any legal action shall be subject to a separate agreement where applicable.

4. Services descriptions & standards

4.1 Turner Clifford shall provide the Services with reasonable care and skill in accordance with the relevant Service Description, its Code of Conduct, and any applicable laws, regulations, and regulatory guidance in force from time to time. Turner Clifford may make reasonable changes to the performance of the Services to comply with any applicable laws, regulations, or regulatory guidance.

5. Obligations of the client

5.1 The Client agrees that it shall:

(a) ensure that the terms of the Contract Summary and any Services Description are complete and accurate and accepted prior to instructing Turner Clifford to commence work;

(b) co-operate with Turner Clifford in all matters relating to the Services;

(c) provide Turner Clifford, its appointed third parties, and personnel with all information reasonably required to identify, locate, and contact Debtors (including names, addresses, and phone numbers), and ensure such information is materially accurate;

(d) pay Turner Clifford for all Services rendered to the Client at the rates and in the amounts set out in the Contract Summary and in accordance with clause 6 below;

(e) obtain and maintain all necessary licences, permissions and consents which may be required before the date on which the Services are to start;

(f) perform its obligations set out in clause 3 relating to Debtor Accounts being referred to Turner Clifford for collection;

(g) promptly inform Turner Clifford of any contact with Debtors after referral, ensure all negotiations are referred to and handled by Turner Clifford exclusively, and avoid engaging with Debtors directly about the Debt;

(h) immediately notify Turner Clifford of any payments received in respect of the referred Debt and accept responsibility for any errors or omissions in handling such payments. Turner Clifford may contact the payer to verify any such direct payments.

5.2 If Turner Clifford's performance is prevented or delayed by any act, omission, or failure of the Client (Client Default):

(a) Turner Clifford may suspend the Services and shall be relieved of its obligations to the extent affected by the Client Default;

(b) Turner Clifford shall not be liable for any costs or losses arising from such delay or failure; and

(c) the Client shall reimburse Turner Clifford for any costs or losses resulting from the Client Default, upon written demand.

5.3 Without limiting clause 5.2, the Client shall indemnify Turner Clifford against all costs, claims, liabilities, and expenses (including legal fees and disbursements) arising from any incomplete or inaccurate information provided by the Client or its personnel.

6. Charges and payment

6.1 The Client shall pay Turner Clifford the Charges and all other amounts agreed or set out in the Contract Summary at the relevant rates and in the amounts specified (subject to any variation in such rates and amounts under clause 6.8 from time to time) for all Services provided.

Charges for Debt Collection and associated Services

6.2 In relation to the Charges for Debt collection and associated Services under the Contract:

(a) Turner Clifford's standard Charges for debt recovery shall be a commission calculated as a percentage of the Debt recovered, as set out in the Contract Summary. Commission is calculated against the gross amount of the Debt, including VAT and any other applicable taxes. Charges become due in full upon collection of the Debt (or as otherwise set out in this agreement). Where the Debt is paid in instalments, Charges shall be calculated on the amount received at each stage. In the cases described in sub-clauses 6.2(d) to 6.2(n), Charges become immediately due in full based on the Principal Debt amount.

(b) A Minimum Commission Charge applies to each Debt collected. If the commission under clause 6.2(a) is less than the minimum, the Minimum Commission Charge will apply instead. If the amount recovered is less than the Minimum Commission Charge, the shortfall will be carried forward and offset against future payments but remains payable by the Client if no further payments are received.

(c) When calculating its Charges based on the commission rates (in the Contract Summary) as specified in sub-clause 6.2(a), Turner Clifford shall determine the time by which the Debt is overdue upon the original date for payment of the Client's invoice (not the date upon which the Debt was registered with Turner Clifford).

(d) Charges shall be payable in accordance with this Contract regardless of the method of payment, and whether any part of the Debt is paid or discharged to Turner Clifford, to the Client directly, or via any third party or other mechanism (including, but not limited to, settlements, salary deductions, share transfers, set-offs against other amounts due, non-cash asset transfers, statutory deductions, withholding taxes, or deductions under the Construction Industry Scheme (CIS)). All such payments, discharges, or deductions shall be deemed recovered for the purpose of calculating Charges.

(e) Charges shall be payable by the Client on a Debt if the Client credits, writes off, or withdraws the Debt in circumstances where Turner Clifford has arranged payment, or where the Debtor or a third party has agreed, acknowledged or otherwise indicated an intention to pay, whether directly to Turner Clifford or to the Client, even if the Debt has not yet been collected.

(f) Charges shall be payable by the Client if a Debt has been settled by the Debtor by way of returned or seized goods. (It will be assumed in such circumstances that those goods returned or seized have a value of 100% of their contract value, and Charges will be levied accordingly).

(g) Charges will be payable by the Client if a Debt is withdrawn, cancelled, or referred elsewhere by the Client before Turner Clifford has completed its pre-litigation recovery efforts. Turner Clifford will determine when those efforts have been exhausted, including correspondence, calls, negotiation, and any recommendation for legal action, acting reasonably and in accordance with clause 14. No Charges will be levied where Turner Clifford closes a case because recovery is deemed impossible or improbable without legal action, unless otherwise provided for in this agreement.

(h) The Client shall be responsible for all legal, court, solicitors, tracing, and other third-party costs incurred during the debt recovery process, in addition to commission charges. Any fixed charges will be presented to the Client before proceeding, and the Client remains responsible for paying such charges in advance. If not otherwise agreed, Turner Clifford's standard rates shall apply.

(i) Charges shall be payable at the agreed rate if any payments made prior to Turner Clifford's instruction are identified during the course of Turner Clifford's engagement. Charges will apply to the total value of those payments.

(j) Charges shall be payable if the Client accepts goods or services in lieu of cash, or agrees to a credit note, contra, or write-off for any referred Debt. For the purposes of this agreement, such arrangements shall be treated as payment equal to the credited amount.

(k) Charges at the agreed rate shall be payable on any recovery made through any action or services introduced by Turner Clifford, including but not limited to the involvement of solicitors, third-party collection agents, or other recovery methods. All other provisions under clause 6.2 shall continue to apply in full, including where third parties are involved in the recovery process.

(l) Charges at the agreed rate shall be payable if the Client reinstates a debtor's subscription or services under a new or renewed agreement, enabling the debtor to resume direct payments. The Principal Debt shall be deemed resolved, and Charges shall be calculated on the full Principal Debt value, as if collected in full. Charges become immediately due upon confirmation of reinstatement, regardless of the service start date, timing of payment, or whether the Debtor makes any future payments. Turner Clifford accepts no liability for any such non-payment, and the Client proceeds at their own risk.

(m) If the Client fails to reasonably engage with Turner Clifford, including by not providing updates, responses, instructions, or supporting documents within a reasonable time frame, Turner Clifford may treat the matter as withdrawn and apply Charges in line with clause 6.2(g). Charges may include commission on the full original debt or balance outstanding, administrative fees, and any disbursements incurred. Turner Clifford shall determine reasonable timeframes based on the urgency and complexity of the matter. Where a case is deemed withdrawn under this clause, Turner Clifford shall have no further obligation to continue recovery efforts.

(n) If Turner Clifford recovers more than the Principal Debt (including but not limited to any interest, compensation, or recovery costs), Charges will be calculated on the total amount recovered. Where the total amount recovered above the Principal Debt exceeds Turner Clifford's entitlement under the agreed commission rate, Turner Clifford may, in addition, retain the excess, or where funds are received by the Client, invoice the Client for, the excess in full plus VAT or applicable taxes.

General Payment Provisions

6.3 Turner Clifford may deduct its Charges from any funds it holds on the Client's behalf, and the Client consents to this method of set-off. Remaining funds will be remitted within 30 days of receipt, subject to clearance, using the bank details provided on invoices submitted for recovery or any previously used, unless the Client updates them in writing. The Client is solely responsible for keeping payment details up to date, and Turner Clifford accepts no liability for payments made to outdated or incorrect accounts.

6.4 Where Charges cannot be deducted from funds held by Turner Clifford, the Client shall pay all invoices:

(a) immediately upon receipt;

(b) in full, in cleared funds, to a bank account nominated by Turner Clifford; and

6.5 All amounts payable by the Client, including quoted commission rates and fees for legal or ancillary services, are exclusive of VAT unless explicitly communicated otherwise in writing. VAT shall be payable at the prevailing rate upon receipt of a valid VAT invoice.

6.6 The Client shall reimburse Turner Clifford in full for any Debts collected which Turner Clifford remits to the Client but which are subsequently recalled by the Debtor's bank, credit card company or financial representatives.

6.7 Any bank charges which arise out of the transfer of funds (either to Turner Clifford from the Debtor, or on transfer of funds to the Client) and any shortfall that arises out of currency fluctuations will be borne by the Client.

6.8 Turner Clifford may increase its Charges, including commission rates, by giving the Client at least 14 days' written notice. Any increase will apply only to Debts submitted after the notice period. If the Client objects, they must notify Turner Clifford within 14 days. Turner Clifford may then terminate the Contract on 14 days' notice, without affecting any other rights or remedies under the Contract.

6.9 Without limiting any other right or remedy of Turner Clifford, if the Client fails to pay by the due date, Turner Clifford may charge interest and late payment fees under the Late Payment of Commercial Debts (Interest) Act 1998 (as amended), and recover all costs incurred in collecting the debt, including legal and debt recovery fees.

7. Intellectual property rights

7.1 All Intellectual Property Rights arising from the Services shall belong to Turner Clifford.

7.2 The Client may only use third-party Intellectual Property Rights if Turner Clifford obtains a licence permitting it to sublicense those rights.

8. Confidentiality

Each party shall keep all confidential business, technical, and commercial information received from the other party strictly confidential and disclose it only to employees, agents, or subcontractors who need it to fulfil contractual obligations. Such recipients must be bound by equivalent confidentiality obligations. This clause survives termination.

9. Limitation of liability

9.1 Nothing in these Conditions shall limit or exclude the liability of Turner Clifford for:

(a) death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors; or

(b) fraud or fraudulent misrepresentation; or

9.2 Subject to clause 9.1:

(a) Turner Clifford shall under no circumstances whatever be liable to the Client, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any:

(i) loss of profit, business, business opportunities, revenue, turnover, reputation or goodwill or any indirect or consequential loss arising under or in connection with the Contract;

(ii) loss of anticipated savings or wasted expenditure (including management time); and

(b) Turner Clifford's total liability to the Client for all other losses, however arising, under or in connection with the Contract, shall not exceed the Charges paid or payable in the 1-month period immediately before the cause of action arose (or the shorter period since the Contract began, if less than 1 month).

9.3 Except as set out in these Conditions, all warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Contract.

9.4 Turner Clifford shall use reasonable endeavours to recover Debts but does not guarantee recovery or the likelihood of recovery and shall not be liable to the Client for any failure to recover Debts, in whole or in part.

9.5 The Client acknowledges that Turner Clifford shall not be responsible for any negligent acts or omissions of third parties (including the courts, solicitors, collection partners or tracing agents).

9.6 Turner Clifford shall use all reasonable endeavours to meet any performance dates agreed in writing (if any) for performance of the Services, but unless agreed in writing any such dates shall be estimates only and time shall not be of the essence for performance of the Services.

10. Termination

10.1 Either party may terminate this Contract with 30 days' written notice. Turner Clifford may terminate immediately if the Client fails to pay any amount due, ceases operations, enters insolvency, materially breaches these terms, or if collection efforts are deemed unviable at Turner Clifford's sole discretion. Termination does not affect the Client's liability for any Charges incurred up to that point, including those arising from early case withdrawal due to termination (subject to clause 6.2), case closure, or legal actions already underway. It does not release the Client from Charges triggered by withdrawal or any other contractual event.

10.2 The following provisions shall remain in full effect and survive any termination of this Contract: provisions relating to payment and Charges, consequences of termination, indemnities, limitation of liability, confidentiality, data protection, intellectual property, governing law and jurisdiction, cross-border recovery and the partner network, the right to decline or close Debtor Accounts, and any other provisions which by their nature are intended to survive termination.

11. Consequences of termination

On termination of the Contract for any reason:

(a) the Client shall immediately pay all outstanding invoices and interest. Turner Clifford reserves the right to immediately raise any invoice due under the Contract, including under clause 6.2, and such invoices shall be payable immediately on receipt;

(b) termination does not affect any accrued rights, obligations, or claims, including the right to damages for prior breaches; and

12. Data protection

12.1 Each party shall comply with applicable data protection laws, including the UK GDPR and Data Protection Act 2018, in connection with the performance of this Agreement.

12.2 The Client acknowledges that Turner Clifford processes personal data in line with its Privacy Policy which can be found at https://www.turnerclifford.com/privacypolicy, as updated from time to time, which sets out the purposes, lawful bases, safeguards, retention practices, and rights of individuals in relation to such processing.

12.3 Where Turner Clifford processes personal data on behalf of the Client, the Client shall act as data controller and Turner Clifford as data processor. The Client warrants that it has all necessary rights, consents, and lawful bases to provide personal data to Turner Clifford for processing under this Agreement. Turner Clifford shall:

(a) process personal data as necessary to provide the Services and in accordance with lawful instructions;

(b) maintain appropriate technical and organisational measures to protect personal data; and

12.4 Upon termination of the Services, Turner Clifford will delete or return personal data on the Client's written request, except where retention is required by law or necessary for legitimate business purposes (such as compliance, audit, or legal claims).

13. General

13.1 Force majeure: A Force Majeure Event is any circumstance beyond Turner Clifford's reasonable control, including strikes, utility failures, legal compliance, war, riots, natural disasters, or supplier defaults. Turner Clifford is not liable for delays or failures caused by such events. If disruption lasts more than 12 weeks, Turner Clifford may terminate the Contract with immediate written notice.

13.2 Assignment and subcontracting: Turner Clifford may assign, transfer, subcontract, or delegate its rights and obligations under this Contract at its discretion. The Client may not do so without Turner Clifford's prior written consent. The Client shall indemnify Turner Clifford against any actions by subcontractors, third parties, or agents. Turner Clifford Ltd may increase commission rates by up to 15% per debt location to cover third party costs without prior Client approval; any increase beyond this requires Client consent. Turner Clifford will act in the Client's best interests when engaging its trusted partner network, which may include local collection agencies in the Debtor's country or other third parties, based on factors such as debt volume, age, dispute status, and location.

13.3 Notices: All notices must be in writing and delivered in person, by prepaid first-class post, recorded delivery, or commercial courier to the recipient's registered office or principal place of business. Turner Clifford may also send notices via email to the Client's registered email address or any contact email used in prior correspondence. Notices are deemed received:

(a) immediately if delivered in person;

(b) by 9:00 AM on the second Business Day after posting (first-class post or recorded delivery);

(d) the next Business Day if sent by email (only when sent by Turner Clifford).

This clause does not apply to the service of legal proceedings, which must be served in accordance with applicable legal rules. The Client may not serve notice via email.

13.4 Waiver:

(a) A waiver is only valid if in writing and does not apply to future breaches. Delay or partial exercise of any right does not waive or limit that right or any other.

(b) Unless stated otherwise, rights under the Contract are cumulative and do not exclude legal rights.

13.5 Severance:

(a) If any provision (or part of it) is found by a court or other competent authority to be invalid, illegal, or unenforceable, it shall be deemed deleted to the extent required, without affecting the validity of the remainder of the Contract.

(b) If any invalid, unenforceable or illegal provision of the Contract would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.

13.6 Nothing in the Contract creates a partnership, joint venture, or agency between the parties. The Client shall not act on behalf of or bind Turner Clifford in any way. Turner Clifford may act on the Client's behalf only where explicitly authorised in writing or as otherwise provided for under this agreement.

13.7 Turner Clifford may from time to time reference the Client, including its name, brand identity, and related materials, in its marketing or promotional efforts.

13.8 Third parties: A person who is not a party to the Contract shall not have any rights under or in connection with it.

13.9 No variation of the Contract is binding unless agreed in writing and signed by Turner Clifford. Turner Clifford may notify the Client of reasonable additional requirements or conditions relating to the Services or Contract, which the Client agrees to comply with.

13.10 This Contract and any related dispute (including non-contractual claims) shall be governed by English law, and the parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales.

13.11 The Client warrants that all Debts referred to Turner Clifford are valid, enforceable, and free from undisclosed disputes, settlements, insolvency, or legal restrictions. If Turner Clifford reasonably determines otherwise, it may apply Charges at the agreed contract rates to cover time and resources spent. The Client shall indemnify Turner Clifford against any resulting liabilities.

13.12 Where Debts are located outside England and Wales, recovery may be subject to local laws, regulations, procedures, and enforcement practices, and Turner Clifford gives no guarantee of recoverability in any particular jurisdiction. Turner Clifford may, where appropriate, engage third-party collection agencies, legal representatives, or other service providers within its international partner network to assist with cross-border recovery. The availability, scope, and cost of such partners may vary by jurisdiction. Where suitable partners are not available, or where Turner Clifford reasonably determines that cross-border recovery is impractical, disproportionate, or commercially unviable, Turner Clifford may decline to pursue or may cease recovery activity in respect of the relevant Debt or Debtor Account, without liability, subject to any Charges incurred prior to such decision.

14. Right to decline or close specific debts or debtor accounts

14.1 Turner Clifford may decline, withdraw from, or cease collection activity on any Debtor Account at its sole discretion. This includes, but is not limited to, situations where recovery is deemed impractical, the Client fails to provide necessary cooperation, legal or ethical concerns arise, reputational risk exists, or pursuit is not commercially viable. The Client remains liable for all Charges incurred up to the date of closure. Turner Clifford Ltd accepts no liability for any loss or consequences arising from the exercise of this right.