Terms & Conditions

1. Definitions

In these Terms & Conditions:

• "Briarstone," "we," "our," or "us" refers to Briarstone business consulting services.
• "Client," "you," or "your" refers to the individual or organization engaging our services or using our website.
• "Services" refers to business consulting services provided by Briarstone.
• "Website" refers to our online presence accessible through briarstianid.world.
• "Engagement" refers to a specific consulting project or service agreement.
• "Agreement" refers to these Terms & Conditions together with any engagement letter or statement of work.

2. Acceptance of Terms

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

You represent that you are at least 18 years of age and have the legal capacity to enter into binding agreements. If you are entering into this Agreement on behalf of an organization, you represent that you have the authority to bind that organization to these terms.

3. Services Description

Briarstone provides business consulting services to organizations in Alberta's energy sector, resource industries, and economic development community. Our services include:

• Energy sector consultation
• Resource industry advisory
• Economic development counsel
• Related strategic and operational consulting

Specific services, deliverables, timelines, and fees are defined in individual engagement letters or statements of work. These Terms & Conditions apply to all engagements unless specifically modified in writing.

Services are subject to availability. We reserve the right to decline engagements that present conflicts of interest or fall outside our areas of expertise.

4. Engagement Process

4.1 Initial Consultation

Initial consultations are provided to assess fit between your needs and our capabilities. These discussions do not constitute an engagement until formalized in writing.

4.2 Engagement Letters

All consulting engagements require a signed engagement letter or statement of work that specifies scope, deliverables, timeline, fees, and terms. The engagement commences upon execution of this document and receipt of any required advance payment.

4.3 Scope Changes

Changes to engagement scope require written agreement and may result in adjusted fees and timelines. We will notify you of potential scope changes and obtain approval before proceeding with modified work.

5. Client Responsibilities

Successful engagements require client participation. You agree to:

• Provide timely access to information, documents, and personnel necessary for our work
• Respond to requests for feedback and approvals within reasonable timeframes
• Designate appropriate contact persons with decision-making authority
• Maintain confidentiality of our work product and methodologies
• Make timely payments according to agreed terms
• Provide accurate and complete information relevant to the engagement

6. Fees and Payment

6.1 Fee Structure

Our services are provided on a project basis with fixed fees as specified in engagement letters. Fees are quoted in Canadian dollars and exclude applicable taxes unless otherwise stated.

6.2 Payment Terms

Standard payment terms are:

• 50% advance payment upon engagement commencement
• Balance due upon delivery of final work product
• Payment due within 30 days of invoice date

Alternative payment arrangements may be specified in individual engagement letters.

6.3 Late Payment

Late payments may incur interest at 1.5% per month (18% annually) or the maximum rate permitted by law, whichever is less. We reserve the right to suspend services for accounts more than 30 days past due.

6.4 Expenses

Out-of-pocket expenses (travel, accommodations, materials) are typically included in project fees. If additional expenses are anticipated, they will be identified in the engagement letter and billed at cost plus 10% administration fee.

7. Intellectual Property

7.1 Our Intellectual Property

We retain ownership of our methodologies, frameworks, templates, and general consulting approaches. You receive a limited, non-exclusive license to use deliverables for your internal business purposes related to the specific engagement.

7.2 Client Information

You retain ownership of information and materials you provide. By engaging our services, you grant us license to use your information as necessary to provide consulting services.

7.3 Work Product

Upon full payment, you receive ownership of engagement-specific deliverables prepared for you. This does not include our underlying methodologies or approaches, which remain our property.

8. Confidentiality

We maintain strict confidentiality regarding client information. We will not disclose your confidential information to third parties except:

• With your written consent
• To service providers working under confidentiality obligations
• When required by law or court order
• To professional advisors under duty of confidentiality

Confidentiality obligations continue after engagement completion. We typically execute mutual non-disclosure agreements before substantive engagement work begins.

9. Professional Standards

We conduct our practice in accordance with professional consulting standards and applicable regulations. This includes:

• Maintaining professional competence through continuing education
• Avoiding conflicts of interest or disclosing them when unavoidable
• Providing services with due care and diligence
• Maintaining appropriate professional liability insurance
• Complying with applicable privacy and business laws

10. Disclaimers and Limitations

10.1 Nature of Advice

Our consulting services provide professional opinions and recommendations based on information available at the time. We do not provide legal advice, accounting services, or engineering services unless specifically stated and appropriately licensed.

10.2 No Guarantees

While we strive for accuracy and quality, consulting inherently involves judgment and prediction. We cannot provide specific results or outcomes. Success depends on many factors including implementation quality, market conditions, and circumstances beyond our control.

10.3 Third-Party Information

Our work may rely on information provided by you or third parties. We are not responsible for inaccuracies in information we did not generate. If we identify concerns about information accuracy, we will notify you.

10.4 Limitation of Liability

Our total liability for any engagement is limited to the fees paid for that specific engagement. We are not liable for indirect, consequential, special, or punitive damages. This limitation applies to the fullest extent permitted by law.

11. Indemnification

You agree to indemnify and hold harmless Briarstone, its principals, and employees from claims arising from your use of our services, implementation of recommendations, or breach of these terms. This does not apply to claims arising from our negligence or willful misconduct.

12. Termination

12.1 By Client

You may terminate an engagement with written notice. You remain responsible for fees for work completed to termination date plus reasonable wind-down costs. Advance payments are not refundable.

12.2 By Briarstone

We may terminate an engagement if:

• Payment obligations are not met
• You fail to provide necessary information or cooperation
• A conflict of interest arises that cannot be managed
• Circumstances make it impossible or impractical to continue

12.3 Effects of Termination

Upon termination, we will provide work product completed to that date. Outstanding fees become immediately due. Confidentiality obligations survive termination.

13. Dispute Resolution

13.1 Governing Law

These Terms & Conditions are governed by the laws of Alberta and Canada. Any disputes will be resolved in the courts of Alberta.

13.2 Informal Resolution

Before pursuing formal proceedings, parties agree to make good faith efforts to resolve disputes through direct negotiation. This may include mediation if mutually agreed.

13.3 Arbitration

If informal resolution fails, disputes may be submitted to binding arbitration under the Arbitration Act (Alberta) before proceeding to court action.

14. Website Use

14.1 Acceptable Use

You may use our website for legitimate business purposes related to our services. You may not:

• Use the website for unlawful purposes
• Attempt to gain unauthorized access to our systems
• Transmit harmful code or malware
• Collect information about other users
• Interfere with website operation

14.2 Website Availability

We strive to maintain website availability but cannot provide uninterrupted access. We may suspend or modify the website for maintenance or updates without notice.

14.3 Third-Party Links

Our website may contain links to external sites. We are not responsible for content or practices of third-party websites.

15. General Provisions

15.1 Entire Agreement

These Terms & Conditions, together with engagement letters and statements of work, constitute the entire agreement between parties. They supersede prior discussions and understandings.

15.2 Severability

If any provision is found unenforceable, remaining provisions continue in effect. Unenforceable provisions will be modified to the minimum extent necessary to make them enforceable.

15.3 Waiver

Failure to enforce any provision does not constitute waiver of that provision. Waivers must be in writing to be effective.

15.4 Assignment

You may not assign or transfer your rights or obligations without our written consent. We may assign our rights to affiliated entities or successors in business.

15.5 Notice

Notices must be in writing and delivered by email, courier, or registered mail to addresses specified in engagement letters or last known contact information.

16. Changes to Terms

We may update these Terms & Conditions periodically. Updated terms will be posted on our website with a new effective date. Material changes will be communicated to active clients.

Changes apply to engagements commenced after the effective date. Existing engagements continue under the terms in effect when they began unless both parties agree otherwise.

17. Contact Information

For questions about these Terms & Conditions, please contact us: