CLIENT TERMS
Participant recruitment, research project management and related business services
Effective date: 24 August 2026
Terms version: BRS-CT-2026-08-24-v1
Supplier: Bakerwood Research Services
Client enquiries: natalie@bakerwoodresearch.com
Business address: 3 Plymouth Drive, Bramhall, SK7 2JB
Business-to-business services
These terms apply to business clients commissioning research recruitment or related services. Each accepted proposal or Project Order creates a separate contract. Participant-facing terms and privacy notices apply separately.
These Client Terms govern Services supplied by Bakerwood Research Services to business customers. The accepted Project Order, these terms and any applicable schedules should be read together.
1. Definitions and interpretation
Applicable Data Protection Laws: the UK GDPR, the Data Protection Act 2018, the Privacy and Electronic Communications Regulations 2003, the Data (Use and Access) Act 2025 to the extent its provisions are in force, and any applicable replacement, amendment or subordinate legislation.
Applicable Research Standards: the MRS Code of Conduct and binding MRS regulations where applicable to a party or expressly agreed, together with the ICC/ESOMAR International Code and other sector standards to the extent adopted in the relevant Order.
Bakerwood: the person or entity identified as Supplier in the Order, trading as Bakerwood Research Services.
Charges: the fees, incentives, expenses, taxes and other amounts payable under the Contract.
Client: the business customer identified in the Order.
Client Materials: all data, lists, specifications, products, stimuli, scripts, brands, content, systems and instructions supplied or approved by the Client.
Contract: the accepted Order, these Terms and any incorporated schedules or data-processing terms.
Order: a written proposal, quotation, statement of work, purchase order accepted by Bakerwood, or other written project confirmation.
Participant: an individual approached, screened, invited, recruited or taking part in a research activity.
Services: participant recruitment, screening, validation, scheduling, fieldwork support, project management, incentive administration and related services described in an Order.
1.1 Headings do not affect interpretation. References to writing include email. A person includes an individual, company, partnership and other body. Including and similar words do not limit the words before them.
1.2 A Working Day means a day other than a Saturday, Sunday or public holiday in England. Notice received after 5pm UK time is treated as received on the next Working Day unless the parties agree otherwise.
2. Contract formation and order of priority
2.1 A proposal or quotation remains open for 30 calendar days unless it states otherwise and may be withdrawn before acceptance. A Contract starts when Bakerwood accepts the Client's Order in writing, the Client accepts Bakerwood's proposal, or Bakerwood begins the Services at the Client's written request.
2.2 The Contract is the entire agreement for the relevant project. Any Client purchase terms are excluded unless Bakerwood expressly accepts them in a document signed by an authorised representative.
2.3 If documents conflict, the order of priority is: (a) a signed data-processing or data-sharing agreement, for data-protection issues; (b) the accepted Order; (c) these Client Terms and their applicable schedules; and (d) any other document expressly incorporated into the Order.
2.4 Each Order is a separate Contract. Estimates are based on the assumptions, incidence, eligibility criteria, geography, timetable and methodology stated in the Order.
3. Services and professional standards
3.1 Bakerwood shall perform the Services with reasonable care and skill, using suitably experienced personnel and proportionate quality-control procedures.
3.2 Bakerwood shall conduct genuine research recruitment honestly, transparently and with due regard for Participant dignity, safety, voluntariness and confidentiality. Research activities must not be used as a disguise for sales, promotion, fundraising, political campaigning or other non-research activity.
3.3 Where an Applicable Research Standard conflicts with a Client instruction, Bakerwood may refuse or pause the instruction and shall explain the concern. Neither confidentiality obligations nor non-disclosure terms require Bakerwood to breach law, a binding professional obligation, or a regulator's lawful requirement.
3.4 Timetables are estimates unless the Order states that a date is fixed. Bakerwood is not responsible for delay caused by late Client approvals, changed criteria, inadequate incidence assumptions, third parties or events outside Bakerwood's reasonable control.
4. Orders, assumptions and change control
4.1 Before recruitment starts, the Client shall approve in writing the project brief, screener, quotas, eligibility and exclusions, timetable, methodology, location or platform, incentive and payment conditions, recording and observation, researcher or Client access, data-sharing requirements, use of AI or transcription tools, and any unusual, sensitive or higher-risk Participant activity.
4.2 Either party may request a change. Bakerwood is not required to implement it until the parties agree any revised Charges, timetable, feasibility, data-protection impact and Participant communications in writing.
4.3 If actual incidence, response, validation failure, fraud risk, attrition or recruitment difficulty differs materially from the assumptions, Bakerwood may propose revised criteria, timings, methodology or Charges. No material change takes effect without Client approval, except where immediately necessary for safety, law or data security.
5. Client responsibilities
5.1 The Client shall provide complete, accurate and timely instructions, Client Materials, approvals, lawful data sources, access, facilities and decisions reasonably needed for the Services.
5.2 The Client warrants that its instructions, Client Materials, screening criteria, products and proposed uses are lawful, fair, non-discriminatory, safe and suitable for the intended research, and that it has all rights, permissions, notices and lawful bases needed for Bakerwood to use them.
5.3 The Client shall promptly disclose any sensitivity, risk, adverse-event procedure, regulated-sector rule, safeguarding concern, accessibility need or conflict that could affect Participants, recruiters or delivery. Health, financial, political, children's or other high-risk research requires specific written agreement.
5.4 The Client is responsible for research design, moderation, analysis, conclusions, publication and decisions made from research outputs unless the Order expressly assigns any of those responsibilities to Bakerwood.
6. Recruitment, feasibility, quotas and validation
6.1 Bakerwood shall use reasonable endeavours to recruit Participants who appear to meet the agreed criteria and shall apply proportionate validation and quality checks. Recruitment decisions rely partly on information supplied by individuals and third parties; absolute identity, eligibility, attendance or truthfulness cannot be guaranteed.
6.2 Quotas, incidence and target numbers are goals, not guarantees, unless the Order expressly states otherwise. Participant withdrawals, illness, lateness, non-attendance, technical failure, duplicate applications, misrepresentation and moderator rejection can occur despite reasonable checks.
6.3 Bakerwood may exclude, replace or report suspected fraudulent, duplicate, professional, unsafe or mis-recruited Participants. The parties shall avoid unnecessary or disproportionate identity-document retention; where appropriate, Bakerwood may record that a check occurred without retaining a copy.
6.4 A replacement or re-recruitment shall be subject to feasibility, time and the reason for rejection. Bakerwood is not obliged to replace a Participant rejected because the Client changed or failed to communicate criteria, or because information arose that could not reasonably have been discovered during screening.
6.5 The Client shall not contact a Participant to challenge eligibility, investigate suspected fraud or recover an incentive without Bakerwood's prior written agreement, except where immediate safeguarding or legal action is required.
6.6 Reserve, standby or over-recruited Participants must be approved in advance, and any attendance fee, travel commitment or release condition must be stated before the Participant accepts the booking.
7. Participant communications, welfare and safeguarding
7.1 Before participation, Bakerwood shall ensure that Participants receive appropriate information about the general purpose, format, location, likely duration, eligibility, confidentiality, recording or observation, unusual tasks, incentive conditions, relevant data use and their ability to decline or withdraw.
7.2 Participation is voluntary. Neither party shall mislead, coerce, shame or unfairly disadvantage a Participant for declining, withdrawing or exercising a data-protection right.
7.3 The general Bakerwood participant panel is for UK residents aged 18 or over. A project involving children, young people or vulnerable Participants requires Bakerwood's specific written agreement, a suitable safeguarding plan, specialist recruitment procedures and documented permission arrangements before recruitment.
7.4 The Client shall provide reasonable adjustments and safe conditions for in-person, digital and product-testing activities. If Bakerwood reasonably believes a task may cause harm, distress, unlawful discrimination or unacceptable risk, it may stop or suspend that activity.
8. Incentives and Participant expenses
8.1 The Order shall state the incentive, payer, payment method, payment timing, approved expenses and any fair conditions. Research incentives must not consist of the commissioning Client's own goods, services or vouchers for those goods or services where this conflicts with Applicable Research Standards.
8.2 The Client shall fund incentives and agreed Participant expenses in advance where Bakerwood requests this. Bakerwood may delay invitations or payment commitments until cleared funds are received.
8.3 Bakerwood shall honour incentive assurances it makes to Participants. The Client shall reimburse Bakerwood for incentives or reasonable expenses that become payable because of Client cancellation, late change, technical failure, unsafe conditions or a Client decision after a Participant has reasonably relied on the invitation.
8.4 Any condition that may reduce or remove an incentive, including lateness, incomplete tasks, failed validation or withdrawal, must be objectively justified and explained before participation. The parties shall consider actual Participant time, travel and cost before refusing payment.
8.5 An undisputed incentive earned under the stated project conditions remains payable even if a Participant later leaves the Bakerwood panel or the Client dislikes the Participant's honestly expressed opinions.
9. Observation, recording and Client contact with Participants
9.1 The Client shall not observe, record, photograph, screen-capture, identify or directly contact a Participant unless the arrangement has been approved in advance, properly explained to the Participant and supported by an appropriate lawful basis and, where required, valid informed consent.
9.2 Identifiable Participant details shall be disclosed only to authorised recipients and only to the minimum extent necessary for the agreed research. The Client shall restrict access and prevent copying, onward disclosure or use for unrelated purposes.
9.3 The Client must not use Participant details for sales, marketing, profiling for non-research purposes, employment decisions, insurance, credit, complaint handling about the Participant, or any purpose not clearly authorised for the project.
9.4 Any re-contact must be covered by permission obtained at the appropriate stage and by the agreed purpose. The Client shall route re-contact through Bakerwood unless the Participant was clearly told and agreed that the Client would contact them directly.
9.5 A Client must not upload identifiable Participant information, recordings or transcripts into a public generative-AI tool, or use that information to train an AI model, unless the use was agreed in writing, explained to affected Participants and supported by suitable contractual, security and lawful-processing safeguards.
10. Data protection roles and compliance
10.1 Each party shall comply with Applicable Data Protection Laws and maintain appropriate policies, security, staff confidentiality, records and a process for handling data-protection complaints and individual-rights requests.
10.2 The parties' roles depend on the processing. Bakerwood ordinarily acts as an independent controller for its participant panel, consent and suppression records, its own legal and professional obligations, recruitment quality controls and business administration. The Client ordinarily acts as controller for the research purpose, research design, analysis and its use of research data.
10.3 Where Bakerwood processes project-specific personal data solely on the Client's documented instructions, the Data Processing Schedule applies. Where the parties are independent or joint controllers, they shall agree proportionate data-sharing or joint-controller arrangements before personal data is shared.
10.4 No party shall assume that a controller-processor relationship applies to every activity merely because one party pays the other. The parties shall document the actual decision-making and data use for each material processing activity.
10.5 The Client shall not instruct Bakerwood to collect special-category, criminal-offence, children's or other high-risk data unless the parties have documented the Article 6 lawful basis, any required Article 9 condition or additional legal condition, the privacy information, safeguards, authorised recipients, retention period and, where required, a data protection impact assessment.
10.6 Each party shall notify the other without undue delay of a personal-data breach, complaint, regulatory contact or rights request that materially affects the other party's data or obligations, and shall provide reasonable cooperation.
10.7 A restricted international transfer of personal data may take place only where the transfer is authorised for the project, documented, explained where required, and supported by UK adequacy regulations, appropriate safeguards or another valid legal mechanism.
11. Data retention, deletion and project close-out
11.1 Bakerwood's standard participant-panel retention period is 12 months from a Participant's most recent registration, profile update, renewed permission or meaningful panel engagement. A valid renewal starts a fresh 12-month period. If renewal does not occur, unnecessary identifiable panel information is deleted or anonymised, subject to justified suppression, payment, accounting, complaint, safeguarding, fraud-prevention and legal records.
11.2 Project-specific screening and identifiable recruitment data shall be retained only for the necessary period stated in the Order or agreed retention schedule. Project traceability, audit, primary research and accounting records may require different retention periods under a contractual, legal or applicable professional standard; this does not justify keeping identifiable Participant data longer than necessary. Records should be minimised, pseudonymised or anonymised where possible.
11.3 On project close-out, each party shall delete or return personal data for which it acts as processor in accordance with the Data Processing Schedule. Backup deletion may follow the next ordinary secure deletion cycle provided the data is put beyond operational use and remains protected.
11.4 Aggregated or irreversibly anonymised information may be retained where individuals are no longer identifiable by reasonably likely means.
11.5 Where an applicable professional standard or Client agreement requires project traceability records for 24 months, the parties shall distinguish those records from general panel profiles and identifiable screening data, and retain only the minimum information necessary for the agreed traceability purpose.
12. Confidentiality
12.1 Each party shall keep the other's Confidential Information secret, use it only for the Contract and disclose it only to personnel, professional advisers and approved subcontractors who need it and are bound by confidentiality obligations.
12.2 Confidential Information does not include information that the recipient can show is public without breach, was lawfully known without restriction, was received lawfully from a third party, or was independently developed without use of the other party's information.
12.3 A party may disclose information required by law, court or regulator, giving advance notice where lawful and reasonably practicable. Participant confidentiality and data-protection duties continue in accordance with law and the agreed retention schedule.
12.4 This clause continues for five years after the Contract ends, except that trade secrets, personal data and information subject to a longer legal or professional duty remain protected for as long as that duty applies.
13. Intellectual property and materials
13.1 Each party retains ownership of intellectual property it owned or developed independently of the Contract. The Client grants Bakerwood a non-exclusive licence to use Client Materials only as needed to perform the Services and comply with law.
13.2 On full payment, the Client receives a non-exclusive, perpetual licence to use project-specific deliverables created by Bakerwood for the Client's internal business and research purposes. Bakerwood retains its recruitment methods, templates, systems, databases, know-how, generic tools and improvements.
13.3 Participant personal data is not sold or transferred as intellectual property. Any disclosure or use remains governed by data-protection law, Participant information and the Contract.
13.4 Neither party may use the other's name, logo or project details in publicity or case studies without prior written permission, except for legally required disclosure.
14. Subcontractors and third-party services
14.1 Bakerwood may use suitably selected recruiters, moderators, venues, technology, payment, transcription, translation and other suppliers. Bakerwood remains responsible for the Services it subcontracts, subject to the Contract.
14.2 Where a supplier processes personal data for which Bakerwood acts as processor, Bakerwood shall impose materially equivalent data-protection obligations and follow the subprocessor arrangements in the Data Processing Schedule.
14.3 Third-party platforms and venues may have their own terms and unavoidable service limitations. Bakerwood shall disclose material dependencies and shall not accept third-party terms on the Client's behalf unless authorised.
14.4 The Order shall identify material Client-mandated platforms, approved subprocessors, data locations and any unusual security or access requirements before project launch.
15. Charges, invoices and tax
15.1 The Client shall pay the Charges stated in the Order. Unless stated otherwise, Charges exclude VAT and similar taxes, which are payable where applicable.
15.2 Unless the Order states otherwise, invoices are due within 30 calendar days of the invoice date. Participant incentive funds, venue deposits, product or courier charges, travel and material third-party commitments may be invoiced and required in cleared funds before the relevant work is authorised.
15.3 The Client shall raise any genuine invoice query promptly, preferably within seven calendar days, and pay the undisputed amount by the due date. This request does not remove a genuine legal right to challenge an invoice. A purchase-order process or internal approval delay does not extend the due date where Bakerwood has supplied the reasonably requested invoicing information.
15.4 For overdue business-to-business payments, Bakerwood may rely on the statutory remedies available under the Late Payment of Commercial Debts (Interest) Act 1998, as amended, including statutory interest at 8 percentage points above the applicable Bank of England base rate, the applicable fixed recovery sum and reasonable additional recovery costs where permitted by law.
15.5 Bakerwood may suspend work, withhold non-personal deliverables or decline new instructions while an undisputed invoice is overdue, after giving reasonable notice where practicable.
16. Cancellation, postponement and rescheduling
16.1 A project-specific cancellation, postponement or rescheduling scale agreed in the Order takes priority. If no scale is agreed, Schedule 3 applies. Bakerwood will charge only the reasonable amounts described there and will avoid double recovery for the same work or commitment.
16.2 Bakerwood shall take reasonable steps to mitigate avoidable cancellation costs but is not required to cancel commitments where doing so would breach a Participant assurance, create unfairness, damage safety or cause disproportionate administrative cost.
16.3 If the Client changes criteria, screener, date, location, platform, methodology, incentive, observer or task after recruitment begins, resulting re-screening, re-contact, re-recruitment and Participant compensation are chargeable at the agreed rates or, if none, at reasonable rates.
16.4 A Participant cancellation or non-attendance is not a cancellation by Bakerwood. Bakerwood shall use reasonable endeavours to notify the Client and seek a suitable replacement where feasible.
16.5 If Bakerwood cancels Services for a reason within its reasonable control, it will not charge for Services not performed and will refund any corresponding unearned prepayment. Responsibility for Participant payments and unavoidable supplier costs shall reflect the cause of cancellation and the parties' legal and agreed obligations.
17. Quality concerns and complaints
17.1 The Client shall report a material concern promptly and provide enough information for investigation. Bakerwood may review screener answers, validation records, communications and relevant audit information, subject to confidentiality and data-protection limits.
17.2 If Bakerwood confirms a material failure to follow the approved recruitment brief, it shall use reasonable endeavours to re-perform the affected recruitment, provide a replacement where feasible, or agree an appropriate service-fee credit. This clause does not exclude another remedy that cannot lawfully or reasonably be excluded under the Contract.
17.3 Nothing in the Contract prevents either party from cooperating with a lawful regulator, professional standards body or data-protection complaint. The parties shall seek to resolve commercial disputes in good faith before proceedings.
18. Suspension and termination
18.1 Either party may terminate an Order on written notice if the other commits a material breach and, where the breach can be remedied, fails to remedy it within 14 days after written notice.
18.2 Either party may terminate immediately if the other becomes insolvent, ceases business, acts unlawfully in connection with the project, creates an unacceptable Participant or data-security risk, or repeatedly breaches material research-ethics obligations.
18.3 Bakerwood may suspend immediately where necessary to protect Participants, personal data, staff, suppliers or legal compliance. Bakerwood shall tell the Client the reason and proposed next steps as soon as reasonably practicable.
18.4 Termination does not affect accrued rights. The Client shall pay Charges and committed costs up to termination. Clauses intended by their nature to continue, including confidentiality, data protection, payment, intellectual property, liability and dispute provisions, survive.
19. Warranties and exclusions
19.1 Each party warrants that it has authority to enter the Contract. Bakerwood warrants reasonable care and skill, but does not warrant that every Participant statement is accurate, every Participant will attend, every quota will be achieved, or the research will produce a particular commercial result.
19.2 Except as expressly stated and to the maximum extent permitted by law, all other warranties, conditions and terms implied by statute, common law or otherwise are excluded.
20. Liability
20.1 Nothing limits or excludes liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, breach of title, deliberate misconduct, or any liability that cannot lawfully be limited or excluded.
20.2 Subject to clause 20.1, neither party is liable for indirect or consequential loss, or for loss of profit, revenue, anticipated savings, business, opportunity, goodwill or reputation, arising from the Contract, whether direct or indirect.
20.3 Subject to clauses 20.1 and 20.4, each party's total aggregate liability arising from an affected Order shall not exceed 100% of the total Charges paid or payable under that Order, excluding VAT.
20.4 Subject to clause 20.1, each party's total aggregate liability for a breach of confidentiality, infringement of the other party's intellectual property rights, or breach of Applicable Data Protection Laws shall not exceed 200% of the total Charges paid or payable under the affected Order, excluding VAT.
20.5 The limits apply to all claims in aggregate and do not reduce the Client's obligation to pay Charges, incentives or properly incurred third-party costs. Each party shall take reasonable steps to mitigate loss.
21. Indemnities
21.1 The Client shall indemnify Bakerwood against third-party claims, direct losses and reasonable professional costs arising from: (a) unlawful or infringing Client Materials or instructions; (b) unsafe products, stimuli, venues or activities supplied or controlled by the Client; or (c) the Client's unauthorised contact with, marketing to, disclosure of or use of Participant data, except to the extent caused by Bakerwood's breach or negligence.
21.2 The indemnified party shall give prompt notice, allow reasonable control of the defence and settlement, and provide reasonable cooperation. No settlement may impose liability, admission or operational obligation on the indemnified party without its consent, not to be unreasonably withheld.
22. Force majeure
22.1 Neither party is liable for delay or failure caused by an event beyond its reasonable control, including widespread technology outage, cyber incident not caused by failure to use reasonable security, epidemic, transport disruption, severe weather, venue closure, industrial dispute, civil emergency or government action.
22.2 The affected party shall notify the other, use reasonable endeavours to reduce the effect and resume performance. If the event materially prevents an Order for more than 30 days, either party may terminate that Order; committed costs and fair Participant payments remain payable.
23. Ethical conduct and compliance
23.1 Each party shall comply with applicable anti-bribery, anti-fraud, equality, safeguarding, sanctions and modern-slavery laws and shall not ask the other to make an improper payment or conceal an unlawful purpose.
23.2 The Client shall disclose any sector-specific code or approval requirement, including healthcare, financial, public-sector or regulated-product requirements, before Bakerwood commits to recruitment.
23.3 No party may present research recruitment as a cover for lead generation, sales, advertising, fundraising, political persuasion or any other undisclosed non-research purpose.
24. Non-circumvention and Participant protection
24.1 During an Order and for 12 months after its completion, the Client shall not use contact details first introduced by Bakerwood to recruit or re-contact a Participant outside the agreed project without Bakerwood's written agreement and a lawful, transparent basis. This does not prevent contact independently held by the Client before the introduction or freely initiated by the Participant.
24.2 Clause 24.1 protects Participant expectations and Bakerwood's panel; it does not transfer ownership of personal data or override a Participant's rights and choices.
25. General
25.1 Notices under the Contract must be in writing and sent to the project contact or business address stated in the Order. Email notices are received when sent without delivery failure during a business day, otherwise on the next business day. Formal proceedings must be served as required by law.
25.2 Neither party may assign the Contract without the other's prior written consent, not to be unreasonably withheld, except to a successor to substantially all of its relevant business that can perform the obligations.
25.3 No person other than a party has a right to enforce the Contract under the Contracts (Rights of Third Parties) Act 1999.
25.4 A delay or failure to exercise a right is not a waiver. If any provision is invalid or unenforceable, it shall be modified to the minimum extent needed, and the remaining provisions continue.
25.5 A variation must be in writing and agreed by authorised representatives. The parties are independent contractors; nothing creates a partnership, agency, employment or fiduciary relationship.
25.6 The Contract may be signed in counterparts and by electronic signature. A person accepting an Order by email confirms that they are authorised to bind the Client.
26. Governing law and jurisdiction
26.1 The Contract and any non-contractual obligations arising from it are governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction. Before starting proceedings, the parties shall attempt in good faith to resolve a commercial dispute through senior representatives or mediation, except where urgent court relief is reasonably required.
Schedule 1 - Project Order and acceptance
Complete for every commissioned project
The accepted Project Order identifies the agreed scope, commercial terms and data-protection responsibilities. Do not begin recruitment until the material project details and Participant-facing information have been approved.
• Client legal name and address: [To be completed]
• Client project lead and email: [To be completed]
• Bakerwood project lead: Natalie | natalie@bakerwoodresearch.com
• Bakerwood legal contracting identity: [Confirm legal name or trading entity]
• Project reference and title: [To be completed]
• Research purpose and methodology: [To be completed]
• Services and deliverables: [To be completed]
• Dates, timings, venue or online platform: [To be completed]
• Eligibility, exclusions, quotas and feasibility: [Attach approved brief and screener]
• Participant numbers, reserve places and no-show approach: [To be completed]
• Recording, observers, AI tools and re-contact: [To be completed]
• Participant incentive, expenses, payer and timing: [To be completed]
• Service fees, third-party costs and applicable VAT: [To be completed]
• Payment schedule and advance funding: [30 calendar days unless amended]
• Cancellation and postponement terms: [Schedule 3 applies unless varied here]
• Controller, processor or joint-controller roles: [To be completed for each activity]
• Personal-data categories, recipients and international transfers: [To be completed]
• Project retention and deletion date: [To be completed]
• Approved suppliers, platforms and subprocessors: [To be completed]
• Safeguarding, accessibility and project risks: [Details / not applicable]
Client acceptance
The Client confirms that its authorised representative accepts this Project Order and Bakerwood Client Terms version BRS-CT-2026-08-24-v1.
Authorised client name: ______________________________________________
Role: ______________________________ Date: __________________________
Signature or written email acceptance: ________________________________
Bakerwood acceptance: _______________________________________________
Schedule 2 - Data Processing Schedule
Use only when Bakerwood acts as the Client's processor
This schedule applies to project-specific processing carried out solely on the Client's documented instructions. It does not turn Bakerwood's independently controlled participant panel, consent records or professional duties into Client-controlled processing.
A. Processing details
• Subject matter: Participant recruitment, screening, scheduling, communications, fieldwork support and any incentive administration stated in the Project Order.
• Duration: The Project Order period and agreed close-out, deletion or return period.
• Nature and purpose: Collection, review, organisation, secure communication, authorised disclosure and other project activities documented in the Project Order.
• Data subjects: Potential, screened, invited, booked and participating research Participants, and approved responsible adults only where a specialist project permits.
• Personal data: Only approved names, contact information, age confirmation or age range, broad location, employment, relevant screening answers and booking details.
• Special-category or criminal-offence data: Only where expressly authorised, strictly necessary and supported by the documented lawful basis, additional condition and safeguards.
• Recipients, platforms and transfers: Only those approved in the Project Order or authorised subprocessor list, with valid safeguards for any restricted transfer.
• Deletion or return: As stated in the Project Order, or within a reasonable documented close-out period after completion, subject to a legal retention duty.
B. Bakerwood processor obligations
• Process personal data only on the Client's recorded instructions, including international-transfer instructions, unless UK law requires otherwise.
• Ensure authorised personnel and temporary workers are bound by confidentiality and receive appropriate security and data-protection instruction.
• Maintain proportionate technical and organisational security measures, including access controls, suitable multifactor authentication, secure transfer, device protection, incident handling and controlled deletion.
• Use a subprocessor only with specific written authorisation or general authorisation documented in the Project Order. Provide reasonable notice of material changes and allow a reasonable objection on data-protection grounds.
• Place approved subprocessors under written obligations that provide equivalent Article 28 protection and remain responsible for their relevant performance.
• Provide appropriate assistance with individual-rights requests, complaints, security obligations, personal-data breaches, data protection impact assessments and required regulatory consultation.
• Notify the Client without undue delay after becoming aware of a personal-data breach affecting Client-controlled data, with the information reasonably available at the time and appropriate updates.
• At the Client's documented choice, return or securely delete Client-controlled project data when the Services end, unless a legal obligation requires retention. Backups may follow the next secure deletion cycle while remaining beyond use.
• Provide information reasonably necessary to demonstrate compliance and permit proportionate audits or inspections, using documentary or remote review first where appropriate and protecting other clients' confidential information.
• Tell the Client promptly if an instruction appears to infringe Applicable Data Protection Laws and pause the affected activity where reasonably necessary.
C. Client controller responsibilities
• Give lawful, fair, clear and documented instructions and identify the relevant controller, lawful basis, privacy information, recipients and retention period.
• Confirm that Client-supplied lists, customer information, products, stimuli and screening criteria may be used and disclosed for the agreed project.
• Document any additional condition for sensitive data, criminal-offence data or a specialist project involving children or vulnerable Participants.
• Respond promptly to requests needed to address rights, incidents, complaints, regulator enquiries, safeguarding and project close-out.
• Avoid excessive collection, undisclosed recording, unrelated marketing, unapproved AI use and retention inconsistent with Participant information.
Schedule 3 - Cancellation and rescheduling
Default commercial position
This schedule applies unless the accepted Project Order contains a different written cancellation or postponement scale. Charges reflect work performed, reasonably committed capacity, unavoidable supplier costs and fair obligations to Participants; the same cost is never charged twice.
• Before recruitment launches: Reasonable scoping, project-management, screener or setup work already completed, plus committed non-refundable third-party costs.
• After recruitment launches: Work completed to the cancellation date, approved recruiter or supplier commitments, participant communications and reasonable close-out administration.
• Within five Working Days of fieldwork or a booked session: The above amounts plus reasonably reserved resources that cannot be redeployed and any fair Participant cancellation payments, travel or other agreed expenses.
• After fieldwork begins or on the day of a session: Agreed fees for Services performed or reasonably committed, unavoidable venue, recruiter or platform charges, and incentives or expenses fairly owed to booked or attending Participants.
• Postponement or rescheduling: Reasonable re-contact, re-screening, re-booking, replacement recruitment, renewed supplier arrangements and Participant commitments caused by the change.
How cancellation charges are applied
• Bakerwood will take reasonable steps to reduce avoidable costs and will credit recoverable supplier refunds or amounts that can reasonably be redeployed.
• A Participant's illness, withdrawal or non-attendance is not automatically a cancellation by Bakerwood; replacements depend on the approved brief, available time and recruitment feasibility.
• Client changes to eligibility, quotas, dates, location, method, incentive, recording or unusual tasks may trigger a revised proposal and proportionate re-recruitment or rescheduling charges.
• Promises already made to Participants must be considered fairly, including their time, travel, agreed expenses and the reason a session was cancelled.
• Where Bakerwood cancels for a reason within its control, unperformed Services will not be charged and any unearned prepayment will be returned.
Schedule 4 - Research launch checklist
Before Bakerwood sends invitations, the Client and Bakerwood should confirm the following project details and approvals.
• The activity is genuine research and the project purpose can be described honestly in Participant-facing information.
• Eligibility, quotas, incidence, geography, exclusion rules, validation requirements and any reserve places are realistic and approved.
• The screener asks only necessary questions and separates optional special-category information with the correct additional permissions.
• The date, likely duration, venue or digital platform, accessibility needs, technology requirements and unusual activities are confirmed.
• Observers, recording, photography, transcription, AI tools, direct Client access and any later re-contact are approved and properly disclosed.
• Incentives, expenses, payment method, timing, funding and fair restrictions are agreed before a Participant accepts a booking.
• Controller and processor roles, authorised recipients, international transfers, security, retention and deletion are documented.
• Any specialist health, financial, political, product-testing, children, vulnerable-person or other high-risk work has the necessary approvals and safeguarding measures.
• Project contacts, escalation routes, cancellation arrangements, safety procedures and complaint handling are available to the delivery team.
Reference standards
Research ethics: MRS Code of Conduct
Recruitment standards: MRS Regulations for Buying Qualitative Research Recruitment Services
International code: 2025 ICC/ESOMAR Code
Data processing: ICO Article 28 contract guidance
International transfers: ICO transfer guidance
Commercial payments: GOV.UK late-payment guidance