Terms & Conditions

1. Definitions

In these Terms and Conditions, the following definitions apply:

• "We," "Us," "Our," or "Arbrus" refers to Arbrus business consulting services
• "You," "Your," or "Client" refers to the individual or organization accessing our website or engaging our services
• "Services" refers to the business consulting services we provide, including but not limited to Business Model Assessment, Organizational Design Review, and Family Business Advisory
• "Website" refers to arbrusianed.world and all associated pages and content
• "Agreement" refers to these Terms and Conditions, along with any specific engagement letters or service agreements

2. Acceptance of Terms

By accessing our website or engaging our consulting services, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions. If you do not agree with these terms, please do not use our website or services.

You must be at least 18 years of age or the age of majority in your jurisdiction to use our services. By using our services, you represent and warrant that you meet these age requirements.

3. Service Description

Arbrus provides professional business consulting services designed to support organizational development through systematic analysis and practical recommendations. Our services include:

• Business Model Assessment examining value creation, delivery, and capture mechanisms
• Organizational Design Review evaluating structure, reporting relationships, and role definitions
• Family Business Advisory providing specialized counsel for family-owned enterprises

Specific services, deliverables, timelines, and fees are outlined in individual engagement letters that supplement these general terms.

We reserve the right to modify, suspend, or discontinue any aspect of our services at any time with reasonable notice to existing clients.

4. Engagement Process

4.1 Initial Consultation

Initial consultations are exploratory in nature and do not create a consulting relationship or obligation on either party. Information shared during initial consultations is kept confidential.

4.2 Engagement Letters

Formal consulting engagements begin upon execution of a detailed engagement letter that specifies the scope of work, deliverables, timeline, fees, and other relevant terms. The engagement letter, together with these Terms and Conditions, constitutes the complete agreement between parties.

4.3 Scope Changes

Any modifications to the agreed scope of work require written approval from both parties and may result in adjustments to fees and timelines.

5. Client Responsibilities

To enable effective delivery of our services, clients agree to:

• Provide timely access to relevant information, documents, and personnel
• Respond promptly to reasonable requests for input or clarification
• Ensure accuracy and completeness of information provided
• Maintain confidentiality of proprietary methodologies or materials shared by Arbrus
• Comply with payment terms outlined in the engagement letter
• Notify us promptly of any changes in circumstances that may affect the engagement

6. Fees and Payment Terms

6.1 Fee Structure

Fees for our services are specified in individual engagement letters and may be structured as fixed project fees, hourly rates, or monthly retainers depending on the nature of the engagement.

6.2 Payment Terms

Payment terms are outlined in the engagement letter. Typically, we require payment within 30 days of invoice date. Late payments may be subject to interest charges at the rate of 1.5% per month or the maximum rate permitted by law, whichever is less.

6.3 Expenses

Unless otherwise specified in the engagement letter, reasonable expenses incurred in connection with services (such as travel costs for on-site work) will be billed separately with supporting documentation.

6.4 Currency

All fees are quoted and payable in Canadian dollars (CAD) unless otherwise specified.

7. Intellectual Property

7.1 Our Intellectual Property

All methodologies, frameworks, templates, and other materials we develop or use in providing services remain our intellectual property. Clients receive a limited, non-exclusive license to use deliverables provided under an engagement solely for their internal business purposes.

7.2 Client Information

Clients retain all rights to their confidential information and data provided to us during engagements. We do not claim any ownership rights to client information.

7.3 Website Content

All content on our website, including text, graphics, logos, and images, is our property or used with permission and is protected by copyright and other intellectual property laws.

8. Confidentiality

We maintain strict confidentiality regarding client information. All information shared during engagements, whether verbal or written, is treated as confidential and is not disclosed to third parties except:

• With your explicit written consent
• When required by law or legal process
• To professional advisors bound by confidentiality obligations
• When necessary to defend against legal claims

This confidentiality obligation survives termination of any engagement and continues indefinitely.

9. Disclaimers and Limitations

9.1 Nature of Services

Our consulting services consist of analysis, recommendations, and guidance. We do not provide legal, accounting, or other licensed professional services unless explicitly stated. Clients should consult appropriate licensed professionals for such services.

9.2 No Guarantees

While we strive to provide high-quality professional services, we make no guarantees regarding specific outcomes or results. Actual results depend on numerous factors beyond our control, including client implementation decisions and changing business conditions.

9.3 Information Accuracy

Our analysis and recommendations are based on information provided by clients and available sources. We are not responsible for inaccuracies resulting from incomplete, inaccurate, or outdated information provided to us.

10. Limitation of Liability

To the maximum extent permitted by law:

• Our total liability for any claims arising from or related to our services is limited to the fees paid by the client for the specific engagement giving rise to the claim
• We are not liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits or business opportunities
• We are not liable for any damages arising from client's implementation decisions or failure to implement recommendations

These limitations apply regardless of the legal theory under which liability is asserted and survive termination of any engagement.

11. Indemnification

You agree to indemnify and hold harmless Arbrus, its principals, employees, and contractors from any claims, damages, or expenses (including reasonable legal fees) arising from your use of our services, your violation of these terms, or your violation of any rights of third parties.

12. Termination

12.1 Termination by Client

Clients may terminate an engagement at any time with written notice. Upon termination, the client remains responsible for payment of fees for work completed up to the termination date, plus any non-cancellable expenses already incurred.

12.2 Termination by Arbrus

We may terminate an engagement with reasonable written notice if continuation becomes impractical or if the client fails to meet obligations outlined in the engagement letter or these terms.

12.3 Effect of Termination

Upon termination, we will provide any deliverables completed to that point. Provisions regarding confidentiality, intellectual property, payment obligations, and limitation of liability survive termination.

13. Dispute Resolution

13.1 Informal Resolution

In the event of any dispute arising from these terms or our services, the parties agree to first attempt resolution through good faith negotiation.

13.2 Mediation

If informal negotiation does not resolve the dispute within 30 days, the parties agree to attempt mediation through a mutually agreed mediator before pursuing other legal remedies.

13.3 Governing Law and Jurisdiction

These terms are governed by the laws of the Province of Quebec and the federal laws of Canada applicable therein. Any legal proceedings relating to these terms or our services shall be brought exclusively in the courts of Montreal, Quebec, and both parties consent to the jurisdiction of such courts.

14. General Provisions

14.1 Entire Agreement

These Terms and Conditions, together with any executed engagement letter, constitute the entire agreement between parties and supersede all prior discussions, understandings, or agreements.

14.2 Severability

If any provision of these terms is found to be invalid or unenforceable, the remaining provisions continue in full force and effect.

14.3 Waiver

Our failure to enforce any provision of these terms does not constitute a waiver of that provision or our right to enforce it in the future.

14.4 Assignment

You may not assign or transfer your rights or obligations under these terms without our prior written consent. We may assign our rights and obligations with reasonable notice to you.

14.5 Notices

All notices under these terms must be in writing and delivered via email or registered mail to the addresses specified in the engagement letter or, for general correspondence, to [email protected].

15. Changes to Terms

We reserve the right to modify these Terms and Conditions at any time. Changes become effective upon posting to our website with an updated "Last Updated" date. Your continued use of our services after such changes constitutes acceptance of the modified terms.

Changes to terms do not affect ongoing engagements governed by executed engagement letters unless both parties agree in writing to adopt modified terms.

16. Contact Information

For questions about these Terms and Conditions or our services, please contact us: