Terms and Conditions

JM Consulting – Terms & Conditions

Last Updated: September 2025

1) Acceptance of Terms & Business Use

By accessing the JM Consulting website (the “Site”) or using any consulting, coaching, advisory, courses, events, or related services (the “Services”), you (“Client,” “you”) agree to these Terms & Conditions (the “Terms”), our Privacy Policy, and any signed proposal, order form, or service agreement (each a “Service Agreement”). If you do not agree, do not use the Site or Services.
Business Use: The Services are intended primarily for business and professional users. If consumer-protection laws apply to you, some terms may not override your statutory rights.

2) Definitions

“Deliverables” means work product we provide (e.g., documents, reports, plans).
“IP” means intellectual property, including methods, frameworks, software, content, and branding.
“Confidential Information” means nonpublic information disclosed by either party.

3) Changes to Terms

We may update these Terms at any time by posting a revised version on the Site. Continued use after updates constitutes acceptance.

4) Scope of Services

We provide strategy, coaching, advisory, and related Services as set out in an applicable Service Agreement, proposal, or statement of work (“SOW”). In the event of conflict: Service Agreement/SOW > these Terms > Site content. We may use third-party tools and subcontractors.

4.1 No Professional Advice / No Guarantees

We provide strategic guidance only; we do not provide legal, tax, investment, medical, or accounting advice. Results vary; no outcomes are guaranteed. You remain solely responsible for your decisions and compliance.

5) Fees, Deposits, Taxes & Payment

  • Fees & Deposits: As set out in your Service Agreement/SOW. Unless otherwise stated, all deposits, retainers, and fees are final and non-refundable due to the bespoke nature of our work.

  • Payment Terms: Invoices are due upon receipt (or as otherwise stated). Late amounts may accrue interest at 1.5% per month (18% per annum) or the maximum allowed by law.

  • Suspension: We may suspend Services for non-payment after notice.

  • Taxes: Fees are exclusive of taxes (e.g., GST/HST/PST/VAT/sales/use/withholding). You are responsible for all applicable taxes.

  • Chargebacks: You agree not to initiate chargebacks without first notifying us and allowing us to resolve in good faith. Unresolved legitimate disputes shall follow §18 (Dispute Resolution).

6) Scheduling, Cancellations & Rescheduling

We will use commercially reasonable efforts to meet agreed schedules. If you cancel or reschedule with less than 48 hours’ notice, a session may be forfeited at our discretion. Unused sessions do not roll over unless agreed in writing.

7) Client Responsibilities

You agree to:
(a) Provide accurate, timely information and decision-makers;
(b) Review/approve materials promptly;
(c) Ensure any content you provide does not infringe third-party rights or violate laws;
(d) Maintain appropriate insurance and comply with all applicable laws, including anti-spam, privacy, employment, advertising, and industry rules.

8) Confidentiality

Each party will protect the other’s Confidential Information with at least reasonable care and use it only to perform under these Terms. Exclusions: information already public, independently developed, rightfully received from a third party, or required by law (with notice where lawful). Injunctive relief: A breach of confidentiality may cause irreparable harm; the non-breaching party may seek equitable relief without posting bond.

9) Intellectual Property & Licenses

  • Our IP: All methods, frameworks, tools, templates, training materials, and know-how used or developed by JM Consulting are and remain our exclusive IP.

  • Deliverables License: Upon full payment, we grant you a non-exclusive, non-transferable, non-sublicensable license to use Deliverables internally for your business. You may not resell, distribute, publish, or create derivative works from our IP or Deliverables without prior written consent.

  • Third-Party Assets: Stock media, fonts, software, or third-party libraries remain subject to their own licenses and are not transferred.

  • Portfolio & Testimonials: With your consent (which may be revoked in writing), we may reference your company name/logo and a high-level project description as a client reference. You may withdraw consent at any time and we will remove future references within a reasonable period.

10) Site Use & Prohibited Conduct

You will not: (a) copy, scrape, or data-mine the Site; (b) reverse engineer or breach Site security; (c) upload malware; (d) interfere with the Site; (e) use the Site for unlawful purposes; or (f) remove proprietary notices. We may monitor and restrict access for misuse.

11) Privacy & Data Protection

Our Privacy Policy explains how we collect and use data. By using the Site/Services, you consent to those practices. You agree not to provide personal data you are not authorized to share, and to notify us promptly of any privacy concerns or regulatory requests.

12) Third-Party Services

We may integrate or rely on third-party platforms (e.g., communication, storage, analytics, payment). We are not responsible for their availability, security, or terms. Your use of them is governed by their policies.

13) Warranties & Disclaimers

TO THE FULLEST EXTENT PERMITTED BY LAW, THE SITE AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. We do not warrant the Site or Services will be uninterrupted, error-free, or meet your expectations.

14) Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW:
(a) JM CONSULTING SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES (INCLUDING LOST PROFITS, REVENUE, OR GOODWILL), EVEN IF ADVISED OF THE POSSIBILITY; and
(b) OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SITE/SERVICES SHALL NOT EXCEED THE FEES YOU PAID TO JM CONSULTING IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
Some jurisdictions do not allow certain limitations; where prohibited, the limitation applies to the maximum extent permitted.

15) Indemnification

You agree to indemnify, defend, and hold harmless JM Consulting, its principals, employees, and contractors from and against any claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) your misuse of the Site/Services; (b) your content or instructions; (c) your breach of these Terms or applicable law; or (d) alleged infringement caused by materials you supplied.

16) Non-Solicitation & Non-Disparagement (Business Clients)

For the duration of Services and 12 months thereafter, you agree not to solicit for employment or contract any JM Consulting personnel introduced to you through the engagement, without our written consent. You also agree to refrain from making false statements that materially harm our reputation or business.

17) Force Majeure

Neither party is liable for delays or failures caused by events beyond reasonable control (e.g., acts of God, government actions, strikes, internet outages, epidemics). Obligations resume when the event ends.

18) Governing Law & Dispute Resolution

These Terms are governed by the laws of British Columbia, Canada, without regard to conflicts principles.

Good-Faith Resolution: Parties will first attempt to resolve disputes through good-faith negotiation.
Arbitration: If unresolved within 30 days, disputes shall be finally resolved by binding arbitration in Vancouver, BC under the rules of the British Columbia International Commercial Arbitration Centre (or successor). The language shall be English. The arbitration shall be confidential. The arbitrator may award monetary damages consistent with these Terms but may not award punitive damages.
Injunctive Relief: Either party may seek temporary or injunctive relief in a court of competent jurisdiction in BC to protect IP or Confidential Information.
Time Limit: Any claim must be brought within one (1) year after it accrues, or it is permanently barred, to the fullest extent permitted by law.
Class Action Waiver: To the maximum extent permitted by law, class actions and class-wide arbitration are waived.

19) Term & Termination

These Terms apply to your Site use and any ongoing Services. Either party may terminate Services per the applicable Service Agreement. Payments due, IP/confidentiality, disclaimers, limitations of liability, and dispute provisions survive termination.

20) Assignment & Subcontracting

You may not assign or transfer these Terms without our prior written consent. We may assign to a successor or affiliate, and we may engage subcontractors while remaining responsible for the Services.

21) Severability; No Waiver

If any provision is found unenforceable, it will be modified to the minimum extent necessary to be enforceable; the remainder remains in effect. Our failure to enforce a provision is not a waiver.

22) Entire Agreement; Order of Precedence

These Terms, our Privacy Policy, and any Service Agreement/SOW constitute the entire agreement and supersede prior understandings. In case of conflict, Service Agreement/SOW controls, then these Terms, then Site content.

23) Notices

Notices to JM Consulting must be sent to the email listed below and are deemed given upon confirmed receipt. We may send notices to you via the email you provided or via the Service platform.

24) Contact

Questions about these Terms: Jessina@jessinamureseanu.com