Scope & Engagement
We provide advisory and delivery services as outlined in a written proposal or statement of work (“SOW”). If there’s a conflict between these Terms and the SOW, the SOW controls.
Fees & Invoicing
Unless otherwise stated, project packages are fixed-price payable per milestone, and advisory is billed weekly. Invoices are due net 15 days. Late payments may incur a 1.5% monthly service charge.
Client Responsibilities
You’ll provide timely access to stakeholders, systems, and information. You’re responsible for the accuracy of materials you provide and for necessary rights and approvals.
Changes
Out-of-scope requests will be estimated and approved via a written change order before work proceeds.
Confidentiality
Each party will protect the other’s confidential information with reasonable care and use it only for the engagement. These obligations survive termination.
Intellectual Property & Work Product
Pre-existing materials, frameworks, and tools remain the creating party’s intellectual property. Upon full payment, you receive a non-exclusive, perpetual license to deliverables produced for you, unless the SOW grants full assignment.
Warranty & Disclaimers
We warrant that services will be performed in a professional and workmanlike manner. Except as stated, services are provided “as is” without other warranties.
Limitation of Liability
To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, or consequential damages. Our total liability will not exceed the fees paid for the services giving rise to the claim.
Termination
Either party may terminate for convenience with 14 days’ written notice. You agree to pay for work performed and committed costs through the termination date.
Non-Solicitation
During the engagement and for 6 months following, neither party will directly solicit the other’s employees who were materially involved, without prior written consent.
Governing Law
These Terms are governed by the laws of the State of Georgia, without regard to conflict-of-laws principles.
Entire Agreement
These Terms together with the SOW constitute the entire agreement and supersede prior discussions regarding the services.
Last updated: 2025-09-17