Terms and Conditions for Partner Clinics

Please read these Terms and Conditions and the Client Terms and Conditions and Privacy Policy carefully before joining Mind a Porter as a Partner Clinic. These terms govern your engagement with Mind a Porter, operated by The International Psychology Clinic Limited, company number 10877544, registered office Unit 29 Highcroft Industrial Estate Horndean Waterlooville Hants PO8 0BT. By onboarding, listing, accepting Bookings or using the Platform, the Clinic agrees to be bound by this Agreement.

Definitions

In this Agreement, the following words and expressions shall have the following meanings:

• "Agreement" means these Terms and Conditions for Partner Clinics, as amended from time to time.
• "Assessment" means any ASD (autism spectrum) multidisciplinary diagnostic assessment or related clinical assessment service delivered by the Clinic through the Platform.
• "Booking" means any enquiry, request, reservation, confirmed appointment or other arrangement for Clinic Services made through the Platform.
• "Client" means any individual, family or organisation who enquires about, books or receives Clinic Services.
• "Clinic", "Partner Clinic" means the healthcare organisation, partnership or company that enters into this Agreement with Mind a Porter to deliver Clinic Services.
• "Clinic Services" means all assessments, consultations, report-writing and related clinical services offered by the Clinic and its MDT Clinicians through the Platform.
• "Client Terms and Conditions" means the terms published by Mind a Porter governing the use of the Platform and the booking of services by Clients.
• "CQC" means the Care Quality Commission, the independent regulator of health and adult social care in England.
• "Confidential Information" means all non-public information disclosed by one party to the other in connection with this Agreement, whether oral, written, digital or otherwise recorded.
• "Contract" means the contract for Clinic Services formed between the Clinic and the Client when a Booking is accepted, subject always to this Agreement, the Client Terms and Conditions and applicable law.
• "Listing" means the Clinic's profile, availability, clinician information, assessment offering and other presence on the Platform.
• "Listing Information" means all information supplied by the Clinic for use in or alongside the Listing, including clinic details, clinician credentials, registrations, pricing and service descriptions.
• "Login Details" means usernames, passwords, passcodes, API keys, access credentials and any other security information used to access the Platform or the Referral Portal.
• "MDT" means the multidisciplinary team of clinicians assembled by the Clinic to deliver an Assessment in accordance with applicable clinical standards.
• "MDT Clinician" means any psychiatrist, clinical psychologist, speech and language therapist, occupational therapist or other registered clinician engaged by the Clinic to deliver Clinic Services.
• "Premises" means any clinic, office, consulting room or other location from which Clinic Services are delivered in person.
• "Privacy Statement" means Mind a Porter's privacy policy and related data protection notices published on the Platform from time to time.
• "Referral Portal" means the secure digital interface, API or portal provided by Mind a Porter through which referrals, booking requests and related administrative data are exchanged with the Clinic.
• "Report" means the written diagnostic or clinical report produced by the Clinic following an Assessment and delivered to the Client.
• "Use" means any access to, browsing of, listing on, communication through, upload to or other use of the Platform or Referral Portal.
• "Mind a Porter", "Platform", "we" and "us" mean Mind a Porter, operated by The International Psychology Clinic Limited, company number 10877544, registered office Unit 29 Highcroft Industrial Estate Horndean Waterlooville Hants PO8 0BT.
• "Platform Services" means the listing, marketing, matching, booking, payment processing, administrative, insurer-facing, communication, referral portal, scheduling, support and related services provided by Mind a Porter to the Clinic.
• "Working Day" means any day other than a Saturday, Sunday or public holiday in England on which banks in London are open for business.

1. Engagement

1.1 Appointment of Mind a Porter

The Clinic appoints Mind a Porter on a non-exclusive basis to provide the Platform Services for the introduction of Clients and the administration of Bookings, and Mind a Porter agrees to provide those Platform Services on the terms of this Agreement.

1.2 Independent Status

The Clinic acts at all times as an independent organisation. Nothing in this Agreement creates any relationship of employment, worker status, partnership, agency, fiduciary relationship or joint venture between Mind a Porter and the Clinic or its MDT Clinicians. The Clinic is solely responsible for engaging, contracting, paying, supervising and managing its MDT Clinicians, including all PAYE, National Insurance, VAT, corporate tax and employment obligations arising from those relationships.

1.3 Regulatory Registration and Eligibility

As a condition of joining and remaining on the Platform, the Clinic must at all times:

• hold a current and valid CQC registration covering all services offered through the Platform, and provide its CQC provider ID and registration details on request;
• notify Mind a Porter in writing within 24 hours of any change to its CQC registration, including any condition, suspension, variation, cancellation or pending inspection outcome that could affect its ability to deliver Clinic Services;
• ensure that every MDT Clinician delivering Clinic Services is individually registered, accredited or licensed with the appropriate professional body for their role, including where applicable HCPC, GMC, RCSLT, RCOT, BPS, UKCP or BACP;
• maintain professional indemnity insurance of not less than £5,000,000 for each MDT Clinician and for the Clinic as a whole, together with public liability and employer's liability insurance appropriate to the Premises and services;
• provide complete, accurate and up-to-date Listing Information and supporting evidence on request; and
• promptly notify Mind a Porter of any investigation, restriction, suspension, complaint, sanction, lapse in insurance, safeguarding incident or other event that could affect suitability to remain on the Platform.

1.4 Clinical Governance

The Clinic must maintain a named safeguarding lead, a Medical Director or Responsible Clinician with overall clinical accountability, and appropriate clinical governance arrangements including MDT case discussions, peer review, audit and incident reporting. The Clinic must provide the names and contact details of these roles to Mind a Porter on request and notify any changes within 5 Working Days.

1.5 Verification and Approval

Mind a Porter may verify the Clinic's identity, CQC registration, clinician registrations, insurance, governance arrangements, Premises and other Listing Information before approval and at any time during this Agreement. We may suspend, refuse or remove any Listing where verification is incomplete or unsatisfactory.

2. Provision of Clinic Services

2.1 Professional Responsibility

The Clinic is solely responsible for the clinical assessment, scheduling, delivery, quality, legality, safety and clinical appropriateness of Clinic Services, for the composition and conduct of its MDT, and for all professional and clinical decisions made in relation to Clients.

2.2 Standards of Practice

The Clinic shall provide Clinic Services with reasonable skill and care and in accordance with applicable law, ethical frameworks, safeguarding duties, regulatory guidance, professional standards, NICE guidelines and any applicable insurer requirements.

2.3 Availability, Premises and Communications

The Clinic shall keep availability, response times, service descriptions, fees, locations and delivery methods accurate on the Platform and shall ensure that any Premises used are safe, lawful, suitable, accessible and appropriately insured.

2.4 Client Contract and Records

The Clinic acknowledges that the clinical relationship and Contract for Clinic Services are between the Clinic and the Client. The Clinic remains responsible for obtaining informed consent, keeping appropriate clinical records, issuing clinical information, producing Reports, and complying with retention and record-keeping duties.

2.5 Minimum Operational Standards

To maintain an active Listing, the Clinic must respond to new Booking requests and referrals within 48 clock hours, including weekends; attend all confirmed appointments on time or give at least 24 hours' notice if unable to attend; keep its availability calendar accurate on the Platform at all times; complete any required insurance or platform administration within the timeframes notified by Mind a Porter; and respond to communications from Mind a Porter within 3 Working Days. For the purposes of this clause, failure to respond within these timeframes on more than 3 occasions in any rolling 3-month period constitutes persistent failure and is a breach of this Agreement that may result in suspension or removal of the Listing.

2.6 Incapacity and Service Continuity

If the Clinic becomes unable to deliver Clinic Services because of regulatory suspension, loss of premises, loss of key MDT Clinicians, or any other reason, it must notify Mind a Porter as soon as reasonably practicable. Mind a Porter may take whatever steps it reasonably considers necessary to protect active Clients, including contacting them directly, pausing Bookings, cancelling future appointments, issuing refunds and arranging alternative providers where appropriate.

3. Platform Services

3.1 Nature of Platform Services

Mind a Porter may provide some or all of the following Platform Services: clinic profile hosting, marketing, client acquisition, matching, online booking, payment handling, insurance administration, scheduling tools, communications, the Referral Portal, support, reminders and other related administrative services.

3.2 No Guarantee of Bookings

Mind a Porter does not guarantee any minimum number of enquiries, Bookings, revenue, insurer approvals or particular outcomes from Use of the Platform.

3.3 Listing and Profile Content

The Clinic grants Mind a Porter a non-exclusive, worldwide, royalty-free licence for the term of this Agreement to host, copy, reproduce, adapt, distribute, market and display Listing Information and related Content for the Purpose.

3.4 Stripe Connect

Where payment processing requires it, the Clinic must open, maintain and keep connected a valid Stripe Connect account, provide all information required by Stripe and Mind a Porter, and promptly complete any verification, compliance or payout steps. Mind a Porter may withhold activation, Bookings or payouts until the Stripe Connect connection is completed and in good standing.

3.5 Referral Portal and API Keys

Where the Clinic is granted access to the Referral Portal or issued an API key, the Clinic must: keep all Login Details and API keys secure and confidential; not share them with any unauthorised third party; use the Referral Portal only for its intended purpose; and promptly notify Mind a Porter of any suspected or actual unauthorised access, loss or compromise. Mind a Porter may rotate, revoke or reissue API keys at any time for security reasons and may suspend Referral Portal access where misuse is suspected.

3.6 Priority of Platform Policies

Mind a Porter may publish operational policies, onboarding rules, insurance procedures, payout schedules, complaints processes and other guidelines from time to time. These policies form part of this Agreement and the Clinic is expected to follow them. If there is any conflict between this Agreement and a published policy, this Agreement takes precedence unless the policy expressly states otherwise.

4. Ethical Practice

4.1 Ethical Conduct

The Clinic shall act professionally, respectfully and ethically toward Clients and shall not engage in misleading, exploitative, discriminatory, abusive, unsafe or otherwise inappropriate conduct.

4.2 Safeguarding and Risk

The Clinic is responsible for safeguarding, risk assessment, crisis escalation, emergency procedures and all clinical decisions arising from work with Clients, whether sessions are delivered online, by phone or in person. The Clinic must maintain a current safeguarding policy and ensure all MDT Clinicians are trained in safeguarding appropriate to their role.

4.3 Complaints

The Clinic shall co-operate fully and promptly with any complaint, quality review, incident investigation, insurer query, regulatory enquiry or safeguarding matter relating to Clinic Services. Mind a Porter may suspend the Clinic's Listing or access while any serious matter is investigated.

4.4 Mandatory Regulatory Disclosure

The Clinic must notify Mind a Porter in writing within 24 hours of becoming aware of any of the following: a complaint made to CQC, a professional body or any regulator; a safeguarding incident or concern involving a client; contact from the police, social services or any statutory authority in connection with its practice; any restriction, condition, interim order or suspension placed on its CQC registration or on any MDT Clinician's registration; any lapse or gap in its professional indemnity, public liability or employer's liability insurance; or any investigation, disciplinary process or fitness-to-practise hearing involving the Clinic or any MDT Clinician.

5. Client Data Security

5.1 Data Protection Roles

The Clinic is the data controller for all clinical, special category and case-related data processed in connection with Clinic Services, including Assessment data, clinical records, Reports and any health data within the meaning of Article 9 of the UK GDPR. The Clinic is responsible for the lawful handling of that data, for providing privacy information and obtaining any consents required by law for its clinical practice, and for responding to data subject rights requests in relation to clinical data.

Mind a Porter acts as data controller for platform, account and booking data, and as processor or sub-processor only for the limited administrative, booking and non-clinical referral data it processes on the Clinic's behalf to operate the Platform Services. Mind a Porter processes that data in accordance with its Privacy Statement and applicable data protection law.

5.2 Security Obligations

The Clinic must keep Login Details and API keys secure, use appropriate technical and organisational measures to protect Client data, prevent unauthorised access and immediately notify Mind a Porter of any suspected breach, loss, compromise or misuse of data.

5.3 Privacy Information

The Clinic confirms that it has read and will comply with the Privacy Policy, and will provide any privacy information or consents required by law for its own clinical practice.

5.4 Clinical Records on Exit

When this Agreement ends for any reason, the Clinic must retain all clinical records relating to Mind a Porter clients in accordance with its professional body guidance, CQC requirements and applicable law, including the NHS Records Management Code of Practice where relevant. Within 14 days of leaving, the Clinic must notify Mind a Porter of the format and location of those records. If a client requests their records, the Clinic remains solely responsible for responding to that request in accordance with its data protection obligations.

6. Commission, Cancellations and Payments

6.1 Fees and Commission Generally

Mind a Porter may collect fees, assessment charges, cancellation charges and other sums on the Clinic's behalf and may deduct Platform commission, Stripe or other processor charges where applicable, refunds, chargebacks, insurer adjustments and any other sums due under this Agreement before remitting the Clinic's share.

6.2 Self-Pay Assessments

For assessments funded directly by the Client:

• the Clinic receives 70% of the assessment fee; and
• Mind a Porter retains 30% of the assessment fee, which covers platform operation, client acquisition, booking administration and payment processing, including Stripe fees.

6.3 Insurance-Funded Assessments

For assessments billed to a private healthcare insurer, Mind a Porter applies a different structure because insurer work carries materially higher administrative burden, delay and risk.

• a 60% markup is applied to the Clinic's base assessment rate when invoicing the insurer;
• from the base rate, the Clinic receives 70% and Mind a Porter retains 30%;
• from the 60% markup, the Clinic receives 30% of that markup and Mind a Porter retains 70% of that markup; and
• the result is that the Clinic is paid more than on an equivalent self-pay assessment and Mind a Porter receives a higher share to cover the additional insurer-facing work.

Worked example

• Base rate: £100
• Insurance markup: £60
• Total invoice to insurer: £160
• Clinic share of base rate: £70
• Clinic share of markup: £18
• Total paid to Clinic: £88
• Total retained by Mind a Porter: £72

6.4 Cancellations, No-Shows and Refunds

If a Client cancels an Assessment less than 48 hours before the scheduled appointment, or fails to attend, the Client is charged 100% of the assessment fee. The collected cancellation fee is split between the Clinic and Mind a Porter on the same basis as a completed session: for self-pay, the Clinic receives 70% and Mind a Porter retains 30%; for insurance-funded assessments, the insurance split formula in clause 6.3 applies. If a Client cancels more than 48 hours before the appointment, a full refund is issued and no fee is payable.

The Clinic authorises Mind a Porter to apply the applicable client cancellation policy, to process refunds, credits, rescheduling adjustments, chargebacks and insurer deductions, and to deduct the Clinic's corresponding share where necessary.

6.5 Payouts

Subject to clearance of funds, completion of assessments, Stripe Connect status, fraud checks and any required deductions, Mind a Porter operates two separate payout tracks. For self-funded assessments, all completed self-pay assessments in a calendar month are batched together and paid to the Clinic within 14 Working Days of the end of that month. For insurance-funded assessments, the Clinic is paid within 14 Working Days of Mind a Porter receiving cleared funds from the insurer for those assessments, so there is no fixed calendar-month payout cycle for insurance work because payment timing depends on when the insurer remits funds. Public holidays may extend the payout window by up to 3 additional Working Days.

6.6 Recovery of Refunds, Chargebacks and Insurer Clawbacks

If Mind a Porter has to issue a refund, credit or absorb a chargeback because the Clinic failed to deliver an Assessment, provided a service that fell below professional standards, gave late notice of cancellation contrary to platform policy, or provided inadequate records causing an insurer to reject or claw back a claim, Mind a Porter may recover the corresponding amount from the Clinic by deducting it from future payouts or by invoicing the Clinic directly. Mind a Porter will notify the Clinic before making any such deduction. The Clinic will then have 7 Working Days from the day it receives Mind a Porter's written notice of deduction to raise any dispute. Any dispute must be submitted in writing to hello@mindaporter.com with supporting reasons.

6.7 Platform's Right to Contact Clients

Mind a Porter may contact clients directly at any time in connection with Bookings, cancellations, payment matters, complaints, safeguarding, service continuity, refunds, or the departure or unavailability of the Clinic or any MDT Clinician. This operational right is necessary to run the Platform and does not affect the Clinic's direct clinical relationship with the client.

7. Report Delivery SLA

7.1 Standard Report Delivery

The Clinic must deliver the written diagnostic Report to the Client within 4 weeks of the final MDT assessment appointment. This timeframe is in line with established UK clinical practice for multidisciplinary diagnostic reports.

7.2 Complex Cases

Where the Assessment involves significant clinical complexity — including but not limited to co-occurring conditions, the need for additional specialist input, information gathering from third parties, or cases requiring MDT consensus beyond the standard process — the Clinic may extend the delivery period to a maximum of 6 weeks. Where the Clinic relies on this extension, it must notify Mind a Porter and the Client in writing before the standard 4-week deadline expires, explaining the reason for the extension and the revised delivery date.

7.3 Breach of Report SLA

Persistent or repeated failure to deliver Reports within the applicable timeframe is a breach of this Agreement. Mind a Porter may, at its discretion, withhold or delay payout for affected assessments until the Report is delivered, and may suspend the Clinic's Listing where delays are frequent or unexplained.

8. Clinic Warranties and Indemnity

8.1 Warranties

The Clinic warrants, represents and undertakes that throughout this Agreement:

• all Listing Information and Content supplied by the Clinic is true, accurate, not misleading and not defamatory;
• the Clinic and all its MDT Clinicians are competent, suitably qualified and lawfully entitled to provide the Clinic Services offered;
• the Clinic will maintain all CQC registrations, professional registrations, insurances and governance arrangements necessary for practice;
• the Clinic's Content and conduct will not infringe any third-party rights or applicable law; and
• the Clinic will comply with this Agreement, the Client Terms and Conditions, applicable law and professional obligations.

8.2 Indemnity

The Clinic shall indemnify and keep indemnified Mind a Porter, The International Psychology Clinic Limited and their officers, employees and contractors against all losses, damages, liabilities, costs, claims, demands, actions, fines and expenses arising out of or in connection with the Clinic's breach of this Agreement, provision of Clinic Services, professional negligence, misconduct, regulatory breach, data breach, infringement of rights or act or omission affecting a Client or third party.

9. Term of Agreement

9.1 Commencement and Continuation

This Agreement begins when the Clinic is accepted onto the Platform or first uses the Platform as a Partner Clinic, whichever occurs first, and continues until terminated in accordance with this Agreement.

9.2 Termination

Either party may terminate this Agreement by giving 30 days' written notice. Mind a Porter may terminate or suspend immediately where the Clinic breaches this Agreement, poses a risk to Clients, loses its CQC registration or any MDT Clinician's registration, fails verification, commits serious misconduct or where continued listing is otherwise not appropriate in Mind a Porter's reasonable judgment.

9.3 Effect of Termination

If the Clinic has no active Assessments at the time it gives notice, it may leave the Platform immediately upon written notice to Mind a Porter, subject to payment of any outstanding amounts and the surviving post-termination obligations in this Agreement.

If the Clinic has active Assessments at the time it gives notice, it must complete all Assessments already in progress, including the delivery of the corresponding Reports, unless the Client chooses to end the engagement sooner or the Assessment is transferred to another provider with the Client's consent. The Clinic must not artificially or prematurely bring active Assessments to a close in order to shorten or avoid its obligations under this clause.

9.4 Non-Solicitation

In consideration of the introductions, goodwill and commercial investment made by Mind a Porter, the Clinic agrees that the following restrictions are reasonable, necessary to protect Mind a Porter's legitimate business interests, and intended to apply separately and independently:

• 9.4(a) During the Term: The Clinic must not, during the period this Agreement is in force, directly or indirectly solicit, approach, encourage or facilitate the movement of any Client introduced through Mind a Porter to the Clinic's own direct booking channel or to any other service outside the Platform.
• 9.4(b) After Termination: For 12 months after termination, the Clinic must not directly or indirectly solicit, approach or encourage any client introduced through Mind a Porter to move to the Clinic's own direct booking channel or to any other service outside the Platform, unless Mind a Porter gives prior written consent.
• 9.4(c) Carve-out: The restrictions in this clause apply only to clients introduced through Mind a Porter. They do not restrict the Clinic from treating clients who self-refer to the Clinic independently of Mind a Porter, clients first obtained through the Clinic's own marketing or other unrelated sources, or clients who find and contact the Clinic directly without having used Mind a Porter.
• 9.4(d) Severance: If any part of this clause is held invalid, unenforceable or too wide in scope, it shall be treated as modified or severed only to the minimum extent necessary so that the remaining provisions continue in full force and effect.

9.5 Clinic-Platform Disputes

If the Clinic has a grievance about a deduction, suspension, removal, payout error or alleged breach by Mind a Porter, the Clinic must raise it in writing within 14 days of becoming aware of the issue. Mind a Porter will acknowledge receipt within 5 Working Days and will provide a substantive response within 15 Working Days. If the matter remains unresolved, either party may refer it to mediation before commencing court proceedings, in line with clause 12.

10. Confidentiality

10.1 Confidentiality Obligations

The Clinic shall keep confidential and shall not disclose or use except for the Purpose any Confidential Information belonging to Mind a Porter, Clients or third parties, including commercial, operational, financial, strategic, pricing, marketing, insurer, supplier and business model information relating to Mind a Porter.

10.2 Permitted Disclosure

Disclosure is permitted only where required by law, regulation, court order, professional duty or safeguarding necessity, and then only to the minimum extent required.

10.3 Post-Termination Restriction

For a period of 5 years after termination, the Clinic shall not use any commercial, strategic, pricing, insurer, supplier, operational, marketing or other Confidential Information obtained through Mind a Porter to establish, support or promote any competing platform, network or business in a way that competes with Mind a Porter.

11. Liability and Insurance

11.1 Clinic Insurance

The Clinic must maintain professional indemnity insurance of not less than £5,000,000, together with public liability and employer's liability insurance appropriate to the Premises and Clinic Services. The Clinic must provide evidence of cover on request and notify Mind a Porter within 24 hours of any lapse or material change.

11.2 Platform Liability

Mind a Porter is not responsible for the clinical content, safety, suitability, outcome or legality of Clinic Services and shall not be liable for any loss arising from the Clinic's conduct, omissions or professional practice, except to the extent liability cannot lawfully be excluded.

11.3 Exclusions

Nothing in this Agreement excludes liability for death or personal injury caused by negligence, fraud or any other liability which cannot be excluded by law.

12. Right to Vary

Mind a Porter may amend or update this Agreement, the Client Terms and Conditions, the Privacy Statement and any operational policies from time to time. Updated terms shall take effect from the date stated in the revised version or from continued Use of the Platform after notice of the change.

13. General

• This Agreement constitutes the entire agreement between the parties relating to its subject matter.
• If any provision is held invalid or unenforceable, the remaining provisions shall continue in full force.
• No failure or delay by either party to exercise any right shall operate as a waiver.
• The Clinic may not assign or transfer this Agreement without Mind a Porter's prior written consent.
• Mind a Porter may subcontract or delegate elements of the Platform Services.
• Any dispute arising under or in connection with this Agreement shall first be addressed through good-faith informal negotiation and, if unresolved, referred to mediation before either party commences court proceedings, save where urgent injunctive relief is required.
• Questions about this Agreement may be directed to hello@mindaporter.com.

14. Law and Jurisdiction

This Agreement and any dispute or claim arising out of or in connection with it shall be governed by and construed in accordance with the laws of England and Wales. Subject to the mediation requirement above, the courts of England and Wales shall have exclusive jurisdiction.