Terms & Conditions
1. Engagement Term
This consulting engagement begins upon execution of the Consulting Agreement and receipt of the initial payment. Services will be provided over a ninety (90) day implementation period unless otherwise extended by mutual written agreement.
2. Scope of Services
Javis Brunson Consultants ("Consultant") agrees to provide the consulting services outlined in the proposal, including strategic advisory services, operational assessments, workflow analysis, process improvement, Standard Operating Procedure (SOP) development, implementation guidance, and accountability support.
Any services requested outside the agreed scope of work may require a separate proposal, change order, or additional consulting fees.
3. Client Responsibilities
To ensure the success of the engagement, the Client agrees to:
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Provide timely access to requested business information and documentation.
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Participate in scheduled consulting sessions.
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Ensure appropriate team members are available when necessary.
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Respond promptly to requests for information.
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Make reasonable efforts to implement agreed-upon recommendations.
The Consultant's recommendations are dependent upon accurate and complete information provided by the Client.
4. Scheduling
Consulting sessions shall be scheduled in advance by mutual agreement.
Appointments may be rescheduled with at least twenty-four (24) hours' notice.
Sessions canceled with less than twenty-four (24) hours' notice may be considered completed unless otherwise agreed.
5. Payment Terms
The consulting fee shall be paid according to the payment schedule outlined in the proposal.
Invoices are due on the dates specified.
Payments not received within ten (10) calendar days of the invoice due date may be subject to a late fee of 1.5% per month (18% annually) or the maximum amount permitted by law.
The Consultant reserves the right to suspend services until all outstanding balances are paid.
6. Refund Policy
Because consulting services involve the allocation of professional time, strategic planning, and customized work product, all payments made are non-refundable.
Should either party terminate the engagement early, the Client remains responsible for payment for all services performed through the effective termination date.
7. Confidentiality
Both parties agree to maintain the confidentiality of all non-public information exchanged during the engagement.
Confidential information includes, but is not limited to:
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Business processes
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Financial information
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Operational systems
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Client and vendor information
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Organizational structures
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Strategic plans
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Proprietary templates and methodologies
Neither party shall disclose confidential information without prior written consent except as required by law.
These obligations shall remain in effect for two (2) years following completion of the engagement.
8. Intellectual Property
All consulting methodologies, frameworks, templates, assessments, tools, worksheets, checklists, presentations, and proprietary systems developed or supplied by Javis Brunson Consultants remain the exclusive intellectual property of Javis Brunson Consultants.
The Client receives a non-exclusive license to use deliverables created specifically for its business for internal business purposes only.
Consulting materials may not be copied, distributed, sold, licensed, or used commercially without prior written permission.
9. Ownership of Client Information
All business records, financial information, customer data, operational information, and documents supplied by the Client remain the property of the Client.
10. No Guarantee of Results
The Consultant will provide professional recommendations, strategic guidance, and implementation support based on industry best practices and professional experience.
However, business results depend upon numerous factors outside the Consultant's control, including implementation, market conditions, management decisions, staffing, and economic factors.
Accordingly, no guarantee is made regarding:
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Revenue growth
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Profitability
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Cost savings
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Enterprise valuation
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Financing approval
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Customer acquisition
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Operational outcomes
11. Independent Contractor
Javis Brunson Consultants is engaged as an independent contractor.
Nothing contained in this Agreement shall be construed as creating a partnership, joint venture, agency relationship, or employer-employee relationship.
12. Limitation of Liability
To the fullest extent permitted by law, the Consultant's total liability arising out of this engagement shall not exceed the total consulting fees actually paid by the Client.
Under no circumstances shall the Consultant be liable for indirect, incidental, consequential, special, exemplary, or punitive damages, including lost profits, business interruption, or loss of business opportunity.
13. Force Majeure
Neither party shall be liable for delays or failure to perform due to circumstances beyond their reasonable control, including natural disasters, acts of government, labor disputes, pandemics, internet outages, or other events that make performance impracticable.
14. Termination
Either party may terminate this Agreement upon written notice.
Upon termination:
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All earned consulting fees become immediately due.
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Outstanding invoices remain payable.
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Confidentiality obligations survive termination.
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Intellectual property rights remain with the Consultant.
15. Electronic Signatures
Electronic signatures and electronically accepted agreements shall be deemed legally binding and enforceable to the same extent as original handwritten signatures.
16. Entire Agreement
These Terms & Conditions, together with the Consulting Proposal and any executed agreement, constitute the entire understanding between the parties and supersede all prior discussions, negotiations, or agreements relating to the engagement.
17. Acceptance
Payment of the initial invoice, execution of the Consulting Agreement, or commencement of consulting services constitutes the Client's acknowledgment and acceptance of these Terms & Conditions.
Recommendation
For Javis Brunson Consultants, these terms are well suited to serve as a standard consulting agreement across future engagements. Rather than rewriting terms for each proposal, you can maintain a consistent legal framework while only customizing the proposal's scope, timeline, deliverables, and pricing for each client. This approach creates a more professional purchasing experience, reduces legal risk, and simplifies proposal preparation for future engagements.
