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General Terms & Conditions

Last Updated: July 21, 2025

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1. Acceptance of Terms

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By engaging our consulting services or using our website, you agree to be bound by these Terms and Conditions. If you do not agree to these terms, please do not use our services.

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2. Services

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We provide professional consulting services including but not limited to business strategy, process improvement, technology consulting, and project management. Specific services will be outlined in individual service agreements or statements of work.

 

3. Service Agreements

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All consulting engagements require a signed service agreement or statement of work that details:

  • Scope of services

  • Deliverables and timelines

  • Fees and payment terms

  • Project-specific terms and conditions

 

4. Payment Terms

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  • Invoicing: Invoices will be sent according to the schedule specified in your service agreement

  • Payment: Payment is due within 30 days of invoice date unless otherwise specified

  • Late Payments: Late payments may incur a 1.5% monthly service charge

  • Expenses: Client-approved expenses will be billed separately with appropriate documentation

 

5. Intellectual Property

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  • Pre-existing IP: Each party retains ownership of their pre-existing intellectual property

  • Work Product: Unless otherwise specified in writing, you retain ownership of work products created specifically for your project

  • General Methodologies: We retain the right to use general methodologies, processes, and know-how developed during the engagement for future projects

  • Confidential Information: Both parties agree to protect confidential information as outlined in Section 6

 

6. Confidentiality

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Both parties agree to:

  • Maintain strict confidentiality of all proprietary and confidential information

  • Use confidential information solely for the purpose of the consulting engagement

  • Return or destroy confidential information upon request or termination of services

 

7. Limitation of Liability

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TO THE MAXIMUM EXTENT PERMITTED BY LAW:

  • Our total liability shall not exceed the fees paid for the specific services giving rise to the claim

  • We shall not be liable for indirect, consequential, special, or punitive damages

  • We provide consulting advice and recommendations; implementation decisions remain your responsibility

 

8. Warranties and Disclaimers

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  • We warrant that services will be performed in a professional manner consistent with industry standards

  • ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE DISCLAIMED

  • We do not guarantee specific business outcomes or results

 

9. Termination

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  • Either party may terminate services with 30 days written notice

  • You remain responsible for payment of all services rendered through the termination date

  • Confidentiality obligations survive termination

  • Upon termination, we will provide all deliverables completed through the termination date

 

10. Force Majeure

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Neither party shall be liable for delays or failures in performance due to circumstances beyond their reasonable control, including but not limited to acts of God, natural disasters, government actions, or other unforeseeable events.

 

11. Independent Contractor

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We are independent contractors. Nothing in these terms creates an employment, partnership, or agency relationship between the parties.

 

12. Governing Law

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These terms are governed by the laws of Maryland without regard to conflict of law principles. Any disputes will be resolved through binding arbitration or in the courts of Maryland.

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13. Modifications

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These terms may only be modified in writing, signed by both parties. We reserve the right to update these general terms for future engagements with reasonable notice.

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14. Severability

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

 

15. Entire Agreement

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These terms, together with any executed service agreements, constitute the entire agreement between the parties and supersede all prior negotiations, representations, or agreements relating to the subject matter.

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16. Contact Information

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For questions about these terms and conditions, please contact us at:

Excelior Lab LLC
Email: info@exceliorlab.com

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