Terms of Service

1. Acceptance of These Terms

These Terms of Service govern your access to and use of the website at jnvdconsultants.lol and any consulting, operating strategy or computer systems design services provided by JNVD Consultants LLC. By using our website, submitting a contact form or engaging our services, you agree to be bound by these terms.

If you are entering into these terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity. If you do not agree with these terms, you must not use the website or engage our services. These terms apply together with any written engagement agreement we sign with you, and in the event of a conflict the signed engagement agreement controls.

Our registered office is at 1309 Coffeen Ave Ste 1200, Sheridan - 82801-5777, United States (US). You may contact us about these terms at service@jnvdconsultants.lol or by telephone at +17126247443.

2. Definitions

In these terms, the words below have the meanings given. The words JNVD Consultants LLC, we, us and our refer to JNVD Consultants LLC, a Wyoming limited liability company. The word Client refers to any person or entity that engages our services. The word you refers to the person accessing the website or, where relevant, the Client.

• Website means the site located at jnvdconsultants.lol and its subpages.
• Services means the consulting, operating strategy, planning and computer systems design engagements we provide.
• Deliverables means the route maps, costing tables, staffing models, decision records, reports and other materials we produce for a Client.
• Engagement means a specific piece of work we agree to perform for a Client, whether documented in a proposal, statement of work or signed agreement.
• Confidential Information means non-public information disclosed by one party to the other in connection with an engagement.

Headings are included for convenience only and do not affect the interpretation of these terms. The singular includes the plural and the plural includes the singular where the context allows.

3. Eligibility and Authority

Our website and services are intended for businesses and their representatives. By using the website you confirm that you are at least eighteen years of age and legally capable of entering into a binding agreement. If you are using the website on behalf of an organization, you confirm that you are authorized to do so.

We reserve the right to decline service to any person or entity at our discretion, subject only to applicable law. We may also require reasonable verification of identity or authority before beginning an engagement.

You are responsible for ensuring that your use of the website complies with the laws that apply to you. We make no representation that the website or its content is appropriate or available in every location, and accessing it from a jurisdiction where its content is unlawful is prohibited.

4. Our Services

JNVD Consultants LLC provides management consulting, operating strategy and computer systems design services. Our engagements include growth route mapping, costing sandtable workshops, staffing model design, decision room facilitation, systems selection guidance and quarterly plan reviews. Descriptions of these services on our website are provided for general information and do not constitute a binding offer.

The scope of any engagement is defined in the proposal, statement of work or engagement agreement that we and the Client sign or otherwise agree in writing. Only that document defines the specific work, timeline, fees and deliverables for the engagement. General website content does not expand the scope of an engagement.

We provide advice and facilitation based on the information available to us at the time. Our recommendations are professional judgments, not guarantees of a particular business outcome. You remain responsible for the decisions you take and for the operation of your organization.

5. Engagement and Proposals

An engagement begins when both parties have agreed its terms. We may issue a proposal describing the scope, the schedule, the fees and the assumptions on which the work is based. A proposal is valid for the period stated in it, and if none is stated, for thirty days from the date it is issued.

Either party may request changes to an engagement. If a requested change would materially alter the scope, schedule or fees, we will document the change in a written variation and both parties must agree before the changed work proceeds. Work performed before a variation is agreed may be treated as outside the original scope.

We may involve our own personnel and contractors in delivering an engagement. We remain responsible for the performance of anyone working on our behalf, and we require them to observe the confidentiality obligations described in these terms.

6. Fees, Invoicing and Payment

Fees for an engagement are set out in the applicable proposal or engagement agreement. Unless stated otherwise, fees are quoted in United States dollars and are exclusive of any applicable taxes, travel costs and third party expenses, which are charged separately where they arise.

Unless we agree otherwise in writing, invoicing follows the schedule in the engagement terms. Invoices are payable within the period stated on the invoice, and if no period is stated, within thirty days of the invoice date. Late amounts may attract interest at the rate permitted by applicable law.

If an engagement is postponed, rescheduled or cancelled, fees for work already performed and for commitments already made remain payable. Where a deposit has been paid, it may be applied against amounts due or retained as provided in the engagement terms.

The Client is responsible for any taxes, duties or withholdings that apply to the fees, other than taxes on our own income. If a withholding is required, the Client will cooperate with us to obtain any available relief.

7. Client Obligations

A successful engagement depends on the Client providing accurate information, timely access and informed participation. The Client agrees to provide the data, documents and access reasonably required for the engagement, and to ensure that it has the right to share that material with us.

The Client agrees to make appropriate personnel available for reconnaissance, ground survey, the sandtable week, the decision room and the quarterly reviews. Where key decision makers are unavailable, the value of the engagement is reduced, and we are not responsible for outcomes that depend on their participation.

The Client is responsible for the accuracy and completeness of information it provides. We are entitled to rely on that information in forming our recommendations, and we are not liable for consequences that flow from information that was inaccurate, incomplete or misleading.

The Client agrees to comply with all laws that apply to its business and its use of our deliverables, and not to use our services for any unlawful or fraudulent purpose.

8. Scheduling and Rescheduling

Engagement weeks and review sessions are scheduled by agreement and reserved in our calendar. Because our capacity is limited and our engagements are intensive, rescheduling affects other clients as well as us.

If the Client needs to reschedule a reserved session, it should give us as much notice as possible. Where a session is rescheduled with less than ten business days of notice, we may charge a reasonable rescheduling fee or, where the terms so provide, treat the session as delivered.

If we must reschedule a session for reasons within our control, we will offer the earliest reasonable alternative date. Our liability for a rescheduled session is limited to providing the rescheduled session or, at our option, refunding the fees attributable to the affected session.

9. Intellectual Property

Our website, its text, its layout, its visual design and all content we create that is not specific to a Client are owned by JNVD Consultants LLC and are protected by applicable intellectual property law. You may not copy, modify, distribute or republish our website content without our prior written permission.

Our methods, frameworks, facilitation techniques, templates and know how remain our property, even where they are used in an engagement or reflected in a deliverable. Nothing in these terms transfers ownership of our background intellectual property to the Client.

The Client retains ownership of its own data and its own pre-existing materials. The Client grants us a limited license to use that material solely for the purpose of performing the engagement and, where agreed, for the ongoing quarterly reviews.

Third party names, logos and trademarks that appear on our website or in our materials belong to their respective owners and are used for identification only.

10. Deliverables and Use

Upon full payment of the fees for an engagement, the Client receives a license to use the deliverables produced in that engagement for its own internal business purposes. This license is non-exclusive and may not be transferred or sublicensed without our written consent.

Deliverables such as route maps, costing tables and staffing models reflect the assumptions and information available at the time they were prepared. They are planning instruments, not audited statements, and they should be revisited as circumstances change, which is the purpose of the quarterly review.

The Client may share a deliverable with its own advisers, lenders or board members for the purpose for which it was prepared. The Client may not sell a deliverable, publish it as its own work or use it to provide services to third parties without our written consent.

11. Confidentiality

Each party may receive confidential information from the other in connection with an engagement. Each party agrees to keep the other confidential information secure, to use it only for the purposes of the engagement and to disclose it only to personnel and advisers who need it and who are bound by confidentiality obligations at least as protective as these terms.

Confidential information does not include information that is or becomes public through no fault of the receiving party, information that the receiving party already held without a duty of confidence, information that is independently developed without reference to the disclosing party, or information that the receiving party is required to disclose by law or court order.

Where disclosure is required by law, the receiving party will, to the extent permitted, give the disclosing party prompt notice so that protective measures can be sought. These confidentiality obligations survive the end of the engagement.

12. Acceptable Use of the Website

You agree to use our website lawfully and respectfully. You must not attempt to interfere with the operation of the website, gain unauthorized access to any system or data, introduce malicious code, or use automated means to harvest content or contact details.

You must not use the website to transmit unlawful, defamatory, misleading or harmful material, or to impersonate any person or organization. You must not copy substantial portions of the website or present its content as your own.

We reserve the right to suspend or block access to the website where we reasonably believe that use is unlawful, abusive or harmful, and to report suspected unlawful activity to the appropriate authorities.

13. Third Party Materials and Links

Our website may refer to or link to third party websites, products or services. Those references are provided for information and convenience only. We do not control third party content and we are not responsible for it, including its accuracy, availability or privacy practices.

Where an engagement involves the selection or use of third party software or services, we may recommend options based on the information available to us. The Client is responsible for its own agreements with those third parties and for compliance with their terms.

Any link or reference does not imply that we endorse the third party, and any reliance you place on a third party service is at your own risk.

14. Disclaimers

Our website and its content are provided on an as available basis. To the fullest extent permitted by law, we disclaim all warranties, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the website will be uninterrupted, secure or free of errors.

Our consulting services involve professional judgment applied to uncertain business conditions. We do not guarantee any particular financial, operational or systems outcome. Forward looking statements, projections and route maps are estimates and should not be relied upon as promises.

Nothing on our website constitutes legal, tax, accounting or investment advice, and our services do not replace the advice of the Client own professional advisers. The Client is responsible for obtaining the specialist advice it needs.

Some jurisdictions do not allow the exclusion of certain warranties, so part of this section may not apply to you. In that case, our warranties are limited to the shortest period and narrowest scope permitted by law.

15. Limitation of Liability

To the fullest extent permitted by law, JNVD Consultants LLC will not be liable for any indirect, incidental, special, consequential or punitive damages, or for lost profits, lost revenue, lost data or business interruption, however caused and whether based in contract, tort or any other theory, even if we have been advised of the possibility of such damages.

To the fullest extent permitted by law, our total aggregate liability arising out of or relating to these terms or any engagement will not exceed the total fees paid by the Client to us for the engagement giving rise to the claim during the twelve months preceding the event that gave rise to the claim.

Nothing in these terms limits liability that cannot lawfully be limited, including liability for fraud, willful misconduct or any other liability that applicable law does not permit us to exclude. Where a limitation is found unenforceable, the remaining limitations continue to apply.

16. Indemnification

The Client agrees to indemnify and hold harmless JNVD Consultants LLC and our personnel from and against any claims, losses, damages, liabilities and reasonable costs arising from the Client breach of these terms, the Client misuse of a deliverable, or the Client provision of information that it did not have the right to share.

We agree to indemnify and hold harmless the Client from and against any claims that our original website content infringes the intellectual property rights of a third party, provided that the Client promptly notifies us of the claim and allows us to control its defense and settlement.

The indemnified party will provide reasonable cooperation in the defense of a claim, at the indemnifying party expense. No settlement that imposes an obligation on the indemnified party may be agreed without that party consent.

17. Term and Termination

An engagement continues for the period stated in the engagement terms or until the work is complete. Either party may terminate an engagement for material breach if the breach is not remedied within a reasonable period after written notice, or immediately if the other party becomes insolvent or ceases to operate.

The Client may terminate an engagement for convenience on the notice period stated in the engagement terms. Where no period is stated, thirty days written notice is required. Fees for work performed and commitments made before termination remain payable.

On termination, each party will return or securely destroy the other confidential information on request, except where retention is required by law or by professional obligations. Provisions that by their nature should survive termination, including confidentiality, intellectual property, disclaimers and liability limits, will continue in force.

18. Governing Law and Disputes

These terms and any dispute arising out of or relating to them or to an engagement are governed by the laws of the State of Wyoming, United States, without regard to its conflict of law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

The parties agree to attempt in good faith to resolve any dispute through direct discussion before commencing formal proceedings. If a dispute cannot be resolved within thirty days of written notice, either party may bring proceedings in the state or federal courts located in Wyoming, and each party consents to the jurisdiction of those courts.

Nothing in this section prevents either party from seeking urgent interim relief from a court of competent jurisdiction where necessary to protect its rights.

19. Changes to These Terms

We may update these Terms of Service from time to time to reflect changes in our services, our practices or the law. When we make a material change, we will update the effective date at the top of this page and, where appropriate, provide additional notice.

The version of these terms that applies to an engagement is the version in effect when the engagement is agreed, unless the engagement terms say otherwise or a later version is required by law. Your continued use of the website after a change takes effect indicates acceptance of the revised terms.

If any provision of these terms is found to be invalid or unenforceable, the remaining provisions continue in full force, and the invalid provision is modified to the minimum extent necessary to make it enforceable.

20. Contact Information

If you have questions about these Terms of Service, or if you wish to discuss an engagement, please contact us using the details below. We welcome the chance to clarify anything described on this page.

These terms, together with any engagement agreement and our Privacy Policy, form the entire agreement between the parties regarding their subject matter and supersede any prior understanding on that subject. Thank you for reviewing these terms and for considering JNVD Consultants LLC for your next planning engagement.