Consulting Terms of Service
Last Updated: 2023 10 05
When we provide consulting services to your company, these are the terms incorporated into our agreement. The terms in your proposal take precedence over these terms, should they conflict.
Payments
Our business provides fixed price agreements that are based on estimated budgetary hours. We define a set of deliverables that we deliver for this fixed price. These deliverables are chosen to minimize costs as part of a strategy that we believe will get your business to a set of outcomes.
- Upfront Payment: 30% is due at the start of our agreement.
- First Deliverable Payment: 40% is payable upon delivery of the initial deliverable.
- Final Deliverable Payment: The remaining 30% is due upon completion of the final deliverable.
- Fit: We define a set of deliverables we believe will help you achieve an outcome. But, we can’t guarantee that this outcome will happen.
- Termination Clause: If you decide to terminate the agreement early, you’re responsible for the payment due at the next milestone. However, the final payment can be waived.
Who does the work
Our core team will do the strategy and most of the important work. But, there are cases where others are involved.
- Core Team: Our primary team and their principals will handle significant aspects of the project.
- External Contractors: We might engage outside specialists to ensure the best quality. Some may be located abroad, but we avoid politically sensitive regions.
- Use of Technology: We utilize AI tools in our work. If you prefer non-AI solutions, there will be additional costs. And, this must be expressly called out in our agreement.
Licensing and Assets
Most deliverables provided will leverage assets bought, purchased, acquired from third-parties. In addition, these deliverables will be produced using third-party software.
- Third-party Assets: We may use assets licensed from third parties. We’ll provide evidence of licensing for all such assets. Think of these as graphic design assets, stock images, etc.
- Software Dependencies: Our deliverables might rely on third-party source code, both open-source and closed-source. We’ll cover licensing for at least one year, and we’ll guide you on extending licenses for hard-to-find tools.
- Software Tools: Our deliverables might be produced using third party commercial off-the-shelf software (such as word processors, code editors, graphics design software, etc). No licences ar provided for these tools. We may deliver source or raw files in formation in any final deliverables.
Intellectual Property Rights
In general, your intellectual property remains yours. The intellectual property we provide for you becomes yours on a final payment.
- Transfer of Rights: After full payment, all new intellectual property we created for you becomes yours.
- Pre-existing Code: If we use our previously developed code that is OMALab, Inc. intellectual property, we grant you a perpetual license to use it after full payment.
- Drafts: Unselected drafts remain our property, but you can request their transfer for an additional cost.
Support and Working Hours
In general, we work normal business hours, and provide support during these hours.
- Business Hours: We operate from 9 am to 5 pm Eastern Time, not including major holidays.
- Support Channels: You can reach us via email or through our ticketing system.
Ongoing Services
Some of the work we do for your might be provided on an hourly or monthly basis. These are the terms for these deliverable types.
- Duration: Hosting and monthly services, when explicitly stated in the agreement, are only provided for the duration of the agreement term.
- Payment terms: When we charge monthly for services, we will invoice at the beginning of the period, net 30. You are expected to pay for the services provided Net 30.
- Hosting Recommendations: While we offer hosting initially, we advise you to host your solutions independently in the long run. We do not guarantee that we will provide these services indefinitely.
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Collaboration Expectations
- Timely Feedback: We depend on your prompt feedback. If we don’t hear from you within 3 business days, we’ll proceed based on our best judgment.
- Right to Discuss and Logo Usage: You agree that we can use your branding and name, and a general discussion of the contractual relationship in marketing and other public assets. This must be done without violating any sort or non-disclosure agreement and must be in general, non-specific terms.
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Additional Legal Terms
- Confidentiality: Both parties commit to keeping all shared information confidential.
- Force Majeure: Neither party is responsible for delays or failures caused by uncontrollable events, like natural disasters.
- Resolution of Disputes: Should disagreements arise, we agree to resolve them through the American Arbitration Association or an equivalent international body.
- Non-Solicitation: Please refrain from hiring any of our team members during our agreement and for a specified period afterward.
- Agreement Duration and Transfer: This agreement can be transferred with prior notice and will conclude one year after your last payment.
- Entire Agreement: This written agreement represents the complete understanding between both parties, superseding all prior discussions and agreements.