For francinebeleyi.com, nucleusofchange.com, personalbrandinginthedigitalage.com

Last updated: 3 September 2026

1. About these Terms

These Client Terms and Conditions (“Terms”) govern the purchase and delivery of private services and digital resources supplied by nucleus of change. They apply when you book, buy or accept an offer for a service, advisory session, programme or related resource from francinebeleyi.com, nucleusofchange.com, personalbrandinginthedigitalage.com.

These Terms are designed for both Consumers and Business Clients. Certain provisions apply differently depending on the capacity in which you buy. Nothing in these Terms removes rights that cannot lawfully be excluded.

Please read these Terms before submitting an application, accepting a proposal or paying. By actively accepting them, you confirm that you have read and agree to the contract described in section 5.

2. Who we are and how to contact us

Supplier: Francine Beleyi, nucleus of change

Email: hello@nucleusofchange.com

Website: nucleusofchange.com, francinebeleyi.com, and personalbrandinginthedigitalage.com.

Notices under these Terms should be sent by email unless an Order states otherwise. A notice sent by email is treated as received on the next UK Working Day, provided the sender does not receive a delivery-failure message.

3. Definitions

Business Client: a person or organisation buying wholly or mainly for purposes relating to a trade, business, craft or profession.

Consumer: an individual buying wholly or mainly for purposes outside their trade, business, craft or profession.

Client, you or your: the person or organisation identified in the Order. If an individual accepts on behalf of an organisation, that organisation is the Client and the individual confirms they have authority to bind it.

Contract: the legally binding agreement formed from the documents listed in section 5.

Digital Resources: downloadable or online materials supplied with or separately from a Service, including prompts, templates, frameworks, guides, reports, recordings and the AI Influence Toolkit.

Order: the checkout page, payment page, accepted proposal, booking confirmation, service schedule or other written confirmation identifying the Service, price and key commercial details.

Service: the session, programme, advisory, coaching, assessment or related service described in the Order.

Start Date: the date stated in the Order or subsequently agreed in writing.

Working Day: Monday to Friday excluding public holidays in England.

Background Materials: our pre-existing or independently developed frameworks, methods, know-how, prompts, templates, teaching content, brand assets and intellectual property, including the YEANICC framework and i2i methodology.

4. Scope and client status

These Terms apply to direct private-client services. Corporate transformation programmes, organisational consulting, commissioned workshops, speaking engagements and work involving multiple participants may require a separate proposal, statement of work or corporate services agreement.

Your legal status depends on the main purpose for which you buy, not simply the description selected at checkout. If there is any doubt about whether you are a Consumer or Business Client, tell us before accepting the Order.

You must be at least 18 years old and legally able to enter a contract. Our Services are not healthcare, psychotherapy, legal services, regulated financial advice or employment placement services.

5. The Contract and order of priority

The Contract consists of:

• the Order;
• any service schedule or accepted proposal expressly incorporated into the Order; and
• these Terms.

The Privacy Notice is provided separately. It explains how personal information is processed and is not a contract that you are required to accept.

If the documents conflict, the Order prevails, followed by an expressly incorporated service schedule, then these Terms. A specific written variation signed or clearly accepted by both parties also prevails over inconsistent standard wording.

Statements on a sales page, email or call form part of the Contract where the law makes them binding or where the Order expressly incorporates them. General examples, estimates, testimonials and anticipated outcomes are not guarantees.

6. Applications, offers and contract formation

An application is a request to explore fit and does not commit either party. We may accept or decline an application using human judgement. AI may assist with organising or summarising information, but it does not make the final acceptance decision.

Unless the Order says otherwise, a Contract is formed when we send written acceptance after you accept these Terms and either pay the amount due or complete another agreed acceptance step. An automated receipt only confirms that payment information was received; it does not override an express application or approval requirement.

If we cannot accept an Order, we will tell you and refund any amount paid for a Service we will not supply.

7. What we will provide

We will provide the Service with reasonable care and skill, substantially in accordance with the Order and within any agreed period. If no exact completion date is agreed, we will perform within a reasonable time.

The Service is collaborative and depends on the information, decisions, participation and implementation supplied by you. We may use suitable associates or service providers, but remain responsible for our contractual obligations unless the Order states that a named third party contracts with you separately.

8. Scheduling and delivery

We will agree dates and delivery arrangements with you. Services may be delivered online, in person or in a hybrid format as stated in the Order.

You are responsible for joining punctually, using a suitable device and internet connection, and checking access links in advance. A session normally ends at the scheduled time even if you arrive late. We may choose to extend or rearrange, but are not required to do so.

Where a programme is described as eight weeks, this means the intended working rhythm. Agreed holidays, illness, availability or necessary rescheduling may extend the calendar period without changing the content purchased.

9. Your responsibilities

You agree to:

• provide accurate, complete and timely information that is reasonably needed to deliver the Service;
• attend, prepare for and participate in agreed sessions and make decisions needed to maintain progress;
• review deliverables and raise material errors or concerns promptly;
• take responsibility for whether and how you implement recommendations;
• behave respectfully and not harass, threaten or discriminate against anyone involved;
• keep access links, passwords and Digital Resources secure;
• obtain permission before supplying personal, confidential or intellectual-property material belonging to someone else; and
• comply with applicable law and the reasonable technical or safeguarding instructions we provide.

We are not responsible for delay or reduced value caused by missing information, repeated non-attendance, failure to complete agreed work or circumstances within your reasonable control. This does not affect our duty to provide the Service with reasonable care and skill.

10. Accessibility and reasonable adjustments

Please tell us as early as possible if you need a reasonable adjustment to participate. We will discuss what is reasonable and practicable in the circumstances. You do not need to disclose more health information than is necessary to explain the adjustment requested.

11. Fees, VAT and payment

The fee, currency, VAT treatment and payment schedule are stated in the Order. Unless stated otherwise, prices include VAT only where VAT is legally chargeable and expressly shown.

You must pay using the methods offered at checkout or agreed in writing. Payment providers may process the transaction under their own terms and privacy notices. We do not normally receive or store full payment-card details.

You are responsible for bank charges, currency-conversion costs and taxes imposed on you in your country. You may not deduct or withhold amounts unless the law requires it. If withholding is legally required, you must provide evidence and cooperate reasonably with any relief or credit process.

12. Instalment plans and overdue amounts

An instalment plan changes when the total fee is paid; it does not turn a programme into a pay-as-you-go service. Subject to statutory rights and the cancellation provisions below, the full fee remains the agreed price for reserved capacity and the complete Service.

You must ensure that scheduled payments can be collected. If payment is overdue, we may:

• notify you and allow a reasonable opportunity to correct the failure;
• pause sessions, support or access to Digital Resources while payment remains overdue;
• recover reasonable costs directly caused by the failed or late payment; and
• terminate the Contract under section 32 if a material payment failure is not remedied.

We will not charge a Consumer a disproportionate late fee. Any interest charged to a Business Client will be stated in the Order or, if applicable, will not exceed the amount permitted by law.

13. Consumer cancellation rights

This section applies only if you are a Consumer and the Contract was concluded online, by telephone or away from our business premises.

You normally have 14 days from the day after the Contract is formed to cancel without giving a reason. To cancel, send a clear statement to hello@nucleusofchange.com. It is enough to send the cancellation before the period expires.

Starting a Service during the 14-day period

If you ask us to begin during the cancellation period, we will obtain your express request. If you then cancel before the Service is completed, you must pay a proportionate amount for the Service supplied up to cancellation, taking account of the total agreed price. Your right to cancel is lost once the Service has been fully performed only if performance began with your express request and you acknowledged that full performance would end the right.

Digital content supplied during the 14-day period

If Digital Resources are supplied for immediate download or access and are treated by law as digital content not supplied on a tangible medium, we will obtain your express consent to begin supply and your acknowledgement that the cancellation right will be lost once supply begins. If the required consent, acknowledgement or confirmation is not obtained, your statutory rights remain unaffected.

Refunds following statutory cancellation

We will refund amounts due using the original payment method, unless you expressly agree otherwise, within the period required by law. We may deduct the lawful proportion for a Service supplied at your express request during the cancellation period. We will not charge for digital content supplied during the period where the legal requirements for immediate supply were not met.

14. Cancelling or ending a Service outside the statutory period

This section applies after any statutory cancellation period and also to Business Clients, unless the Order contains a different cancellation schedule.

One-off sessions

If you cancel a one-off session:

• seven or more clear days before the session, we will normally refund the fee less the reasonable value of bespoke preparation already completed and non-recoverable third-party costs;
• between 48 hours and seven clear days before the session, we may charge a reasonable cancellation amount capped at 50% of the session fee, reflecting preparation and reserved time; and
• less than 48 hours before the session or after a no-show, we may charge up to the session fee where that reasonably reflects work completed and capacity we could not rebook.

We will take reasonable steps to reduce our loss and will not recover twice if the time is successfully rebooked. A Consumer will never be charged more than a fair and proportionate amount permitted by law.

Programmes and multi-session engagements

You may give written notice that you wish to end a programme. You remain responsible for:

• Services, sessions, Digital Resources and bespoke work already supplied;
• reasonable preparation completed for upcoming work;
• non-cancellable third-party commitments made for your engagement; and
• reasonable net loss arising from capacity reserved specifically for you, after accounting for costs saved and any ability to rebook the capacity.

The amount will not exceed the unpaid balance of the agreed fee. For a Consumer it will be fair and proportionate. For a Business Client, an Order may state a specific deposit or cancellation schedule, which applies if reasonable and clearly disclosed before contract formation.

15. Rescheduling and missed sessions

You may request one transfer of a booked one-to-one session without charge by giving at least 48 hours’ notice, subject to availability. Further changes or changes with less notice may be treated as a cancellation under section 14 unless illness, emergency or another exceptional circumstance makes a different outcome reasonable.

If you miss a session without notice, it may be treated as delivered. We will consider exceptional circumstances fairly, but repeated missed sessions may prevent completion within the intended period.

If we need to reschedule, we will give as much notice as reasonably possible and offer a suitable replacement date. If no reasonable replacement can be agreed for a material part of the Service, you may end the affected part and receive a refund for what will not be supplied.

16. Cancellation or postponement by us

We may cancel or postpone a Service because of illness, emergency, insufficient information, safety concerns, non-payment, serious misconduct, a conflict of interest, platform failure or another reason that makes delivery impracticable or inappropriate.

If we cancel for reasons not caused by your breach and do not offer a reasonable alternative, we will refund the price paid for the part not supplied. We are not responsible for travel or accommodation costs unless the Order expressly says otherwise or liability cannot lawfully be excluded.

17. Changes to the Service

We may make minor changes that do not materially reduce the nature or value of the Service, for example to improve delivery, respond to technology or legal developments, or replace a tool with a reasonably equivalent tool.

We will discuss a material change with you. If a material change significantly disadvantages a Consumer and no reasonable alternative is available, the Consumer may end the affected part and receive an appropriate refund. Changes requested by you may affect timing and fees and must be agreed in writing.

18. Email, WhatsApp and between-session support

Where the Order includes email or WhatsApp support, it is intended for concise questions, clarification and momentum between sessions. It is not unlimited consulting, an emergency service or a substitute for a scheduled working session.

We normally aim to reply within two Working Days during the active engagement, but this is an operational aim rather than a guaranteed response time. We may use email instead of WhatsApp for sensitive or substantial matters, and you may request email as your main channel.

Support is provided during reasonable UK working hours. We may notify you of planned periods of limited availability and will use reasonable efforts to avoid material disruption.

19. Session recordings and transcripts

Where recordings are included, we will tell participants and use a suitable platform to record. You must not secretly record a session. If you do not want a session recorded, tell us before it begins; we will discuss whether written notes or another reasonable arrangement can be used.

Recordings and transcripts are supplied for your own learning and internal business use. You must not publish, sell, share or use them to train an AI model without our prior written permission and the permission of any other identifiable participant.

Unless the Order or Privacy Notice states otherwise, we normally retain session recordings and working transcripts for up to 12 months after the engagement ends. You should download any recording made available to you within the access period stated in the Order.

20. Digital Resources and technical access

Digital Resources may be supplied by download, email, client portal, shared drive or another platform. Access requirements and any time limit will be stated in the Order or accompanying instructions.

You are responsible for maintaining compatible devices and reasonable internet access. We do not promise uninterrupted access to third-party platforms, but will take reasonable steps to restore access or provide a practical alternative where a platform problem materially affects what you purchased.

You must not share account credentials or permit unauthorised access. We may suspend access where reasonably necessary to protect security, intellectual property or other users.

21. Confidentiality

Each party must keep the other’s Confidential Information secure and use it only to perform or receive the Service. “Confidential Information” means non-public information that is marked confidential or would reasonably be understood to be confidential, including strategy, finances, client information, unpublished ideas, business plans and personal reflections.

Confidentiality does not apply to information that the receiving party can show:

• was already lawfully known without a duty of confidence;
• becomes public without breach;
• is lawfully received from another source without restriction; or
• is independently developed without use of the confidential information.

A party may disclose information where required by law, court or regulator, or to professional advisers and contractors who need it and are bound by suitable confidentiality obligations. Where lawful, the disclosing party will be notified in advance.

We may discuss patterns and learning from our work only in genuinely anonymised or aggregated form that does not reasonably identify you or disclose your confidential information. An identifiable case study or testimonial requires separate permission under section 26.

22. Data protection

We process personal information as described in our Privacy Notice, available on our websites and linked at the point of collection. The Privacy Notice explains purposes, lawful bases, suppliers, international transfers, retention, individual rights, the Scorecard and AI-assisted processing.

If a Business Client supplies personal information about employees, customers or other people, the Business Client confirms it has a lawful basis and has provided required privacy information. If an engagement requires us to process personal data solely on the Business Client’s documented instructions, the parties will put an appropriate data-processing agreement in place.

23. Artificial intelligence and AI-assisted tools

The Service may use AI-assisted tools to support research, transcription, summarisation, analysis, synthesis, idea development, drafting, editing, visual exploration and preparation of recommendations or materials. AI is used as decision support; it does not replace our professional judgement or responsibility to deliver with reasonable care and skill.

We take proportionate steps to minimise personal and confidential information, consider provider settings and safeguards, and review AI-supported output before relying on it. Further information appears in the Privacy Notice.

You agree not to provide third-party personal, confidential, copyrighted or restricted information for AI-assisted use unless you have authority and it is necessary. Tell us before sharing particularly sensitive material or if an agreed confidentiality restriction prohibits use of a particular tool.

You may ask us, before information is submitted, not to use a particular third-party AI service with your identifiable information. We will consider reasonable alternatives. If the restriction materially changes scope, time or cost, we will discuss this before proceeding.

AI output may be incomplete, inaccurate, biased or unsuitable outside its intended context. We will apply human review to our deliverables, but you remain responsible for decisions and implementation in your particular professional, commercial or regulatory environment.

24. Intellectual property

Your materials

You retain ownership of material and intellectual property you supply. You grant us a non-exclusive, worldwide, royalty-free licence during the Contract to copy, adapt and use it only as reasonably necessary to deliver the Service, comply with law and exercise our rights under the Contract.

Our Background Materials

We retain all rights in our Background Materials, including the YEANICC framework, i2i methodology, prompts, templates, teaching content, processes, brand assets and general know-how, whether or not they are incorporated into a deliverable.

Your licence to use deliverables

Once all amounts due are paid, we grant you a perpetual, non-exclusive, non-transferable licence to use the final deliverables and supplied Digital Resources for your own personal development and internal business purposes. You may adapt personalised language, positioning and action plans for your own use and share them with employees or professional contractors who need them for your business and respect the restrictions below.

Unless we agree in writing, you must not:

• sell, sublicense, publish or distribute our frameworks, templates, prompts, training materials or recordings;
• use them to create or deliver a competing course, assessment, consulting method or commercial product;
• remove copyright, trademark or attribution notices;
• upload substantial protected materials to a public AI system, model-training dataset or content repository; or
• represent our Background Materials as your own creation.

Nothing prevents you from using general skills, insights and experience retained in unaided memory, provided you do not disclose our Confidential Information or reproduce protected materials.

25. Feedback, testimonials and case studies

You may provide feedback voluntarily. We will not publish your name, image, identifiable quotation, recording, results or case study without separate written permission that identifies the intended use. Refusing or withdrawing marketing permission does not affect the Service.

If consent is withdrawn, we will take reasonable steps regarding future use and content under our control. Withdrawal may not require recall of material already lawfully printed, distributed or incorporated into completed publications.

26. No guaranteed outcome and professional boundaries

We will provide the Service with reasonable care and skill, but results depend on many matters outside our control, including your implementation, market conditions, audience, timing, resources, experience and third-party decisions.

We do not guarantee revenue, clients, employment, promotion, funding, media coverage, speaking opportunities, follower growth, search ranking, visibility or any particular commercial or personal result. Testimonials and examples illustrate individual experiences and are not promises of what you will achieve.

Recommendations are strategic and educational. You should obtain qualified legal, tax, accounting, medical, therapeutic, investment or other regulated advice where appropriate. You remain responsible for decisions made in your business and professional life.

27. Third-party services and links

We may recommend or use third-party services such as video-conferencing, cloud storage, messaging, payment, design, analytics or AI platforms. Unless the Order says we resell or are contractually responsible for a service, your use of an independent third party is governed by its terms and privacy notice.

We are not responsible for independent third-party acts or content, but this does not affect responsibility we cannot lawfully exclude or our duty to select and manage our own processors appropriately.

28. Complaints and resolving concerns

Please raise a service concern promptly by emailing hello@nucleusofchange.com. We will acknowledge it, investigate proportionately and try to resolve it fairly. A complaint about personal-data handling will be managed under the complaint process in our Privacy Notice, including acknowledgement within 30 days as required by applicable law.

Nothing in these Terms prevents a Consumer from contacting Citizens Advice, Trading Standards, the courts or another body with lawful jurisdiction. If an applicable approved alternative dispute-resolution process becomes mandatory or we agree to use one, we will provide the required details.

29. Our liability to Consumers

This section applies if you are a Consumer.

We are responsible for loss or damage that is a foreseeable result of our breach of the Contract or failure to use reasonable care and skill. We are not responsible for loss that was not foreseeable, for business loss arising from a consumer purchase, or for loss caused by inaccurate information or a failure within your reasonable control.

Nothing excludes or limits liability where it would be unlawful, including liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or breach of statutory consumer rights.

30. Our liability to Business Clients

This section applies if you are a Business Client. Nothing excludes or limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any liability that cannot legally be excluded.

Subject to the previous sentence:

• we are not liable for indirect or consequential loss, loss of profit, revenue, anticipated savings, business opportunity, goodwill or reputation;
• we are not liable for decisions made or action taken by you or a third party using recommendations outside the agreed context; and
• our total aggregate liability arising from the Contract will not exceed the total fees paid or payable under the affected Order during the 12 months preceding the event giving rise to the claim.

The limitations apply only to the extent reasonable and lawful. Each party must take reasonable steps to reduce avoidable loss.

31. Events outside reasonable control

Neither party is responsible for delay or failure caused by an event beyond reasonable control, such as serious illness, natural disaster, war, civil disturbance, government action, widespread telecommunications failure, cyber incident not caused by a failure to take reasonable care, or major platform outage.

The affected party must notify the other as soon as reasonably possible and take reasonable steps to reduce disruption. Obligations are suspended for the duration of the event. If material performance is prevented for more than 30 days, either party may end the affected Service; you will pay for what was properly supplied and receive a refund for the prepaid part that will not be supplied.

32. Suspension and termination for breach

Either party may end the Contract by written notice if the other commits a material breach and, where the breach can be corrected, does not correct it within 14 days after written notice. We may suspend immediately where reasonably necessary for safety, serious misconduct, unlawful activity, misuse of intellectual property, confidentiality risk or persistent non-payment.

We may end the Contract immediately for violence, credible threats, serious harassment, fraud or conduct that makes continued delivery unsafe or unlawful. We will act proportionately and account fairly for Services supplied, loss caused by breach and prepaid work not delivered.

33. What happens when the Contract ends

Ending the Contract does not affect rights and liabilities already accrued. Amounts properly due become payable. Access to time-limited platforms or support may end, but any perpetual licence already granted after full payment continues.

Provisions intended to continue—including confidentiality, data protection, intellectual property, payment, liability, complaints and governing law—remain in effect. We will handle personal information in accordance with the Privacy Notice and return or delete material where the Contract, law and our retention requirements permit.

34. General legal terms

Entire agreement

The Contract records the agreement about the Service. It does not exclude liability for fraud or prevent a Consumer from relying on information that consumer law makes binding.

No waiver

A delay or failure to exercise a right is not a waiver of that right. A waiver on one occasion does not waive later rights.

Severability

If a court or competent authority finds part of the Contract unlawful or unenforceable, that part will be treated as adjusted or removed only to the minimum extent necessary, and the remainder continues.

Assignment and subcontracting

You may not transfer the Contract without our written consent, which will not be unreasonably withheld. We may use subcontractors or transfer the Contract as part of a genuine business reorganisation, provided this does not reduce a Consumer’s rights. We remain responsible for subcontracted performance as required by law and the Contract.

Third-party rights

A person who is not a party to the Contract has no right to enforce it under the Contracts (Rights of Third Parties) Act 1999, unless the Order expressly states otherwise.

Relationship

The Contract does not create employment, partnership, joint venture, fiduciary relationship or authority for either party to bind the other.

Changes to these Terms

The version accepted when the Contract is formed applies to that Contract. We may update terms for future Orders. We will not impose a material adverse change on an existing Consumer Contract without a lawful reason, appropriate notice and any required right to end the affected Service.

35. Governing law and courts

Consumers

The Contract is governed by the law of England and Wales. If you are a Consumer living in Scotland or Northern Ireland, you retain the benefit of mandatory protections available in your home jurisdiction and may bring proceedings in the courts available to you under applicable law.

Business Clients

The Contract and any non-contractual dispute are governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction, unless the Order expressly states otherwise.