Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you" or "Client") and Sevenfold AI Consulting LLC ("Sevenfold," "we," "us," or "our"), governing your access to and use of the website located at sevenfoldai.consulting (the "Site") and any consulting services, training programs, workshops, or other professional services we provide (collectively, the "Services").

By accessing our Site or engaging our Services, you agree to be bound by these Terms. If you do not agree to these Terms, you must not use our Site or Services.

Sevenfold provides enterprise AI consulting services including, but not limited to:

• • AI training workshops for Microsoft 365 Copilot and Google Workspace with Gemini
• • Change management consulting for AI adoption
• • Executive AI retreats and experiences
• • Continuous adoption measurement and advisory through the SEVEN methodology

The scope, timeline, deliverables, and fees for any specific engagement will be set forth in a mutually executed Statement of Work ("SOW"). In the event of a conflict between these Terms and an SOW, the SOW shall control with respect to that engagement.

When engaging our Services, you agree to:

• • Provide accurate and complete information necessary for us to perform the Services
• • Make timely decisions and approvals so as not to delay the project timeline
• • Make relevant personnel available for workshops, interviews, and training sessions
• • Designate a primary point of contact authorized to act on your behalf
• • Provide access to systems, tools, and environments reasonably required for service delivery
• • Comply with all applicable laws and regulations in connection with your use of the Services

All fees for Services will be specified in the applicable SOW. Unless otherwise stated in writing:

• • All fees are quoted and payable in U.S. dollars
• • Invoices are due and payable within thirty (30) days of the invoice date
• • Late payments will accrue interest at the rate of 1.5% per month or the maximum rate permitted by law, whichever is less
• • Travel and out-of-pocket expenses incurred in connection with the Services will be billed separately at cost
• • Fees are exclusive of all taxes, levies, and duties; you are responsible for all applicable taxes other than taxes on Sevenfold's net income

Our Materials

The SEVEN methodology, all proprietary frameworks, tools, templates, pre-existing materials, and general know-how developed by Sevenfold prior to or independent of any engagement ("Our Materials") remain the sole and exclusive intellectual property of Sevenfold. We grant you a limited, non-exclusive, non-transferable, revocable license to use Our Materials solely in connection with the Services during and after the engagement for your internal business purposes.

Your Materials

You retain all right, title, and interest in your pre-existing data, content, trademarks, and other materials you provide to us ("Your Materials"). You grant us a limited, non-exclusive license to use Your Materials solely as necessary to perform the Services.

Custom Deliverables

Custom work product created specifically for you during an engagement ("Custom Deliverables") will be owned by you upon full payment of all fees due under the applicable SOW. Notwithstanding the foregoing, Sevenfold retains all rights in underlying methodologies, frameworks, general know-how, and techniques, including any improvements or refinements developed during the engagement.

Each party agrees to hold the other party's Confidential Information in strict confidence and not to disclose it to any third party or use it for any purpose other than performing or receiving the Services. "Confidential Information" means any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was rightfully known by the receiving party prior to disclosure; (c) is independently developed by the receiving party without use of or reference to the disclosing party's Confidential Information; or (d) is rightfully received from a third party without restriction on disclosure.

The obligations of confidentiality set forth in this section shall survive the termination or expiration of these Terms for a period of two (2) years.

You acknowledge that our Services are advisory and educational in nature. While we provide professional recommendations grounded in industry best practices, Sevenfold does not guarantee specific business outcomes, revenue increases, cost savings, or other results.

To the maximum extent permitted by applicable law, Sevenfold's total aggregate liability arising out of or related to these Terms or any SOW shall not exceed the total fees paid by you to Sevenfold during the twelve (12) months immediately preceding the event giving rise to the claim.

In no event shall either party be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, business opportunities, or goodwill, regardless of whether such damages were foreseeable or whether the party was advised of their possibility.

You agree to indemnify, defend, and hold harmless Sevenfold and its officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Services in violation of these Terms; (b) your violation of any applicable law or regulation; or (c) your negligence or willful misconduct.

Termination of an engagement shall be governed by the provisions of the applicable SOW. In the absence of specific termination provisions in a SOW, the following defaults apply:

• • Either party may terminate an engagement for convenience upon thirty (30) days' prior written notice
• • Either party may terminate immediately upon written notice if the other party materially breaches these Terms or the applicable SOW and fails to cure such breach within fifteen (15) days of receiving written notice
• • Upon termination, you shall pay all fees and expenses incurred through the effective date of termination
• • Sections 5 (Intellectual Property), 6 (Confidentiality), 7 (Limitation of Liability), 8 (Indemnification), and 12 (Governing Law and Dispute Resolution) shall survive termination

You agree not to:

• • Use the Site in any way that violates any applicable federal, state, local, or international law or regulation
• • Infringe upon or violate our intellectual property rights or the intellectual property rights of others
• • Attempt to gain unauthorized access to any portion of the Site, other accounts, computer systems, or networks connected to the Site
• • Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful
• • Interfere with or disrupt the integrity or performance of the Site or the data contained therein
• • Use any robot, spider, scraper, or other automated means to access the Site for any purpose without our express written permission

The Site and all content, information, and materials made available through the Site are provided on an "as is" and "as available" basis without warranties of any kind, either express or implied. Sevenfold disclaims all warranties, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

Sevenfold does not warrant that the Site will be uninterrupted, error-free, secure, or free of viruses or other harmful components. Your use of the Site is at your sole risk.

These Terms shall be governed by and construed in accordance with the laws of the State of Georgia, without regard to its conflict of law principles.

Any dispute arising out of or relating to these Terms or the Services shall first be submitted to good-faith mediation. If mediation is unsuccessful, the dispute shall be resolved by binding arbitration administered in Augusta, Georgia in accordance with the Commercial Arbitration Rules of the American Arbitration Association. The decision of the arbitrator shall be final and binding on both parties.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights or Confidential Information.

Sevenfold reserves the right to modify these Terms at any time. When we make changes, we will update the "Effective" date at the top of this page. For material changes, we will make reasonable efforts to notify you via email or a prominent notice on our Site.

Your continued use of the Site or Services after any changes to these Terms constitutes your acceptance of the revised Terms.

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity of the remaining provisions, which shall continue in full force and effect. The invalid or unenforceable provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the parties' original intent.

These Terms, together with any applicable SOW and our Privacy Policy, constitute the entire agreement between you and Sevenfold with respect to the subject matter hereof and supersede all prior or contemporaneous communications, proposals, and agreements, whether oral or written.

If you have any questions about these Terms, please contact us:

Sevenfold AI Consulting LLC
Augusta, Georgia
Email: contact@sevenfoldai.consulting