Legal Agreement

Terms of Service

These terms govern your use of Clevanta Consulting's services. Please read them carefully before engaging with our platform or services.

Effective Date: January 15, 2024

Acceptance of Terms

By accessing or using Clevanta Consulting's website, services, or engaging with our team ("Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not access or use our Services.

These Terms constitute a legally binding agreement between you (the "Client," "User," or "you") and Clevanta Consulting LLC ("Clevanta," "we," "us," or "our").

Important

By using our Services, you represent that you are at least 18 years old and have the legal capacity to enter into binding contracts.

Definitions

For purposes of these Terms, the following definitions apply:

"Services"

All consulting, advisory, design, development, and related professional services provided by Clevanta, including but not limited to enterprise strategy, architecture consulting, UX/UI design, and IT consulting.

"Client Materials"

Any data, content, information, or materials provided by you to Clevanta in connection with the Services.

"Deliverables"

Work products, documents, designs, code, reports, or other materials created by Clevanta as part of the Services.

Our Services

Clevanta provides professional consulting services tailored to enterprise clients. Our Services include:

Enterprise Strategy

Strategic planning, roadmapping, and business transformation consulting.

Architecture Consulting

Technical architecture design, system modernization, and cloud strategy.

UX/UI Design

User research, interface design, prototyping, and design systems.

IT Consulting

Technology advisory, vendor selection, and implementation oversight.

Service Modifications: We reserve the right to modify, suspend, or discontinue any aspect of our Services at any time. We will provide reasonable notice of material changes that affect active engagements.

User Obligations

As a user of our Services, you agree to:

  • Provide Accurate Information

    Supply complete, accurate, and truthful information about your business, requirements, and objectives.

  • Cooperate in Good Faith

    Respond to requests for information, feedback, and approvals in a timely manner to facilitate project progress.

  • Respect Intellectual Property

    Not use our Deliverables in ways that infringe on third-party rights or violate applicable laws.

Prohibited Activities

You may not:

  • • Reverse engineer or copy our methodologies without authorization
  • • Use our Services for illegal or unethical purposes
  • • Share confidential information disclosed by Clevanta with third parties
  • • Misrepresent your affiliation with Clevanta

Intellectual Property

Intellectual property rights in connection with our Services are allocated as follows:

Clevanta IP

All pre-existing intellectual property, methodologies, frameworks, tools, and know-how owned by Clevanta remain our exclusive property. This includes but is not limited to our consulting methodologies, proprietary tools, and templates.

Client IP

You retain all rights to your Client Materials and any pre-existing intellectual property you provide to us.

Deliverables

Upon full payment, you receive a license to use the Deliverables for your internal business purposes. Unless otherwise agreed in writing, Clevanta retains ownership of the underlying intellectual property and may reuse general concepts, methodologies, and learnings in future work.

Payment Terms

Payment terms are established in individual engagement agreements and typically include:

Payment Schedule Net 30 days from invoice date
Late Payment Fee 1.5% per month on overdue amounts
Accepted Methods Wire transfer, ACH, check

Clevanta reserves the right to suspend Services if payment is more than 30 days overdue. You remain responsible for all fees incurred prior to suspension.

Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or sensitive information disclosed during the engagement. This obligation survives termination of the Services.

Confidential Information Includes:

  • • Business strategies, financial data, and trade secrets
  • • Technical specifications, designs, and source code
  • • Client lists, pricing information, and marketing plans
  • • Any information marked as "Confidential" or reasonably understood to be confidential

Warranties & Disclaimers

Our Warranty: Clevanta warrants that Services will be performed in a professional and workmanlike manner consistent with industry standards.

Disclaimer

EXCEPT AS EXPRESSLY PROVIDED HEREIN, CLEVANTA MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT GUARANTEE SPECIFIC BUSINESS OUTCOMES OR RESULTS.

Limitation of Liability

To the maximum extent permitted by law:

CLEVANTA'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO CLEVANTA IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

IN NO EVENT SHALL CLEVANTA BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, OR LOST DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Indemnification

You agree to indemnify, defend, and hold harmless Clevanta and its officers, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from:

  • Your breach of these Terms
  • Your violation of any law or third-party rights
  • Your use of the Deliverables in a manner not authorized by these Terms

Termination

Either party may terminate an engagement:

For Convenience

With 30 days' written notice to the other party.

For Cause

Immediately upon material breach by the other party.

Upon termination, you must pay for all Services performed through the termination date. Sections relating to confidentiality, intellectual property, warranties, and liability survive termination.

Dispute Resolution

In the event of a dispute:

1

Informal Negotiation

The parties will attempt to resolve the dispute through good-faith negotiation for 30 days.

2

Mediation

If negotiation fails, the parties agree to mediation under the rules of the American Arbitration Association.

3

Binding Arbitration

Any unresolved disputes shall be settled by binding arbitration in accordance with the Commercial Arbitration Rules of the AAA.

General Provisions

Governing Law

These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles.

Entire Agreement

These Terms, together with any engagement agreements, constitute the entire agreement between the parties and supersede all prior agreements.

Amendments

Clevanta may modify these Terms at any time. Material changes will be communicated via email or website notice at least 30 days before taking effect.

Severability

If any provision of these Terms is found unenforceable, the remaining provisions will continue in full force and effect.

Contact Information

For questions about these Terms, please contact us:

Address

Clevanta Consulting

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New Jersey, USA

Hours

Mon-Fri: 9:00 AM - 6:00 PM