Terms & Conditions

1. Agreement to Terms

By engaging Janowski Advisory Group ("JAG", "we", "us", "our") for AI consulting services, you ("Client", "you", "your") agree to be bound by these Terms and Conditions. These terms apply to all consulting services, strategic planning, implementation support, and related deliverables provided by JAG.

If you do not agree with any part of these terms, please do not engage our services.

2. Consulting Services

Service Scope

JAG provides professional AI consulting services including but not limited to:

• AI strategy development and roadmapping
• Process automation assessment and implementation
• Data analytics and business intelligence solutions
• Change management and training programs
• Technology vendor evaluation and selection
• Implementation oversight and project management

Service Delivery

All services are delivered according to mutually agreed project scopes, timelines, and deliverables as outlined in separate Statement of Work (SOW) documents. Each engagement may have specific terms that supplement these general conditions.

3. Client Responsibilities

Successful project outcomes require active client participation. Clients agree to:

• Provide accurate and complete information necessary for project execution
• Grant reasonable access to systems, data, and personnel as required
• Designate qualified project stakeholders with decision-making authority
• Respond to requests for information and feedback within agreed timeframes
• Implement recommended changes according to established timelines
• Maintain confidentiality of JAG's proprietary methodologies and tools

4. Payment Terms

Fees and Billing

Consulting fees are specified in individual project proposals and SOW documents. Unless otherwise agreed, payments are due within 30 days of invoice receipt.

Late Payments

Late payments may result in project delays or suspension of services until accounts are current. Interest may be charged on overdue amounts at the rate of 1.5% per month.

Expenses

Client is responsible for reimbursement of pre-approved project expenses including travel, accommodation, and third-party software or services required for project delivery.

5. Intellectual Property

JAG Intellectual Property

All methodologies, frameworks, tools, and proprietary knowledge developed by JAG remain our exclusive intellectual property. Clients receive a non-exclusive license to use deliverables specifically created for their project.

Client Intellectual Property

All client data, business processes, and proprietary information remain the exclusive property of the client. JAG will not use or disclose client intellectual property except as necessary to deliver contracted services.

Work Product

Customized strategies, reports, and recommendations created specifically for client projects become client property upon full payment, while underlying JAG methodologies remain our intellectual property.

6. Confidentiality

Both parties acknowledge that confidential information may be exchanged during the consulting engagement. Each party agrees to:

• Maintain strict confidentiality of all proprietary information
• Use confidential information solely for project purposes
• Limit access to authorized personnel with legitimate business needs
• Return or destroy confidential materials upon project completion
• Notify the other party immediately of any unauthorized disclosure

Confidentiality obligations survive termination of the consulting relationship.

7. Performance and Results

Best Efforts

JAG commits to delivering services using industry best practices and professional expertise. However, consulting recommendations and business outcomes depend on numerous factors beyond our control.

No Guarantee of Results

While we strive for exceptional outcomes, JAG cannot guarantee specific business results, ROI figures, or performance improvements. Success depends on proper implementation, market conditions, and client execution capabilities.

8. Limitation of Liability

JAG's liability is limited to the fees paid for the specific project giving rise to the claim. We shall not be liable for:

• Indirect, consequential, or incidental damages
• Lost profits, revenue, or business opportunities
• Business interruption or operational delays
• Data loss or corruption not caused by our negligence
• Third-party claims or actions

This limitation applies regardless of the legal theory of liability.

9. Termination

Termination for Convenience

Either party may terminate the consulting relationship with 30 days written notice. Client remains responsible for fees and expenses incurred through the termination date.

Termination for Cause

Either party may terminate immediately for material breach that remains uncured after 15 days written notice. JAG may terminate immediately for non-payment.

Effect of Termination

Upon termination, JAG will deliver all completed work product and return client materials. Confidentiality obligations and intellectual property rights survive termination.

10. Dispute Resolution

Any disputes arising from consulting engagements will be resolved through binding arbitration under the rules of the American Arbitration Association. The arbitration will be held in Virginia, and Virginia law will govern these terms.

Before initiating arbitration, parties agree to attempt good-faith negotiation for 30 days.

11. General Provisions

Modifications

These terms may only be modified in writing signed by both parties. Project-specific terms in SOW documents may supplement but not contradict these general conditions.

Severability

If any provision is deemed invalid or unenforceable, the remainder of these terms remains in full effect.

Entire Agreement

These Terms and Conditions, together with executed SOW documents and proposals, constitute the complete agreement between the parties.

12. Contact Information

Questions about these terms or our consulting services? Contact us:

Janowski Advisory Group
Email: legal@janowskiadvisorygroup.com
Phone: (518) 258-4226