1. Consulting Services

1.1 Scope of Consulting Services

We provide strategic financial consulting services designed to support your business operations and growth. The specific services, deliverables, and number of hours provided depend on your needs and the services purchased, as reflected in the applicable Order Form.

Our consulting services may include, as applicable:

Fractional CFO Services, such as:

• Reviewing and discussing monthly financial results from a finance and strategy perspective
  
• Preparing management reports (e.g., budget-to-actual analyses)
  
• Monitoring financial performance and advising on trends, KPIs, cash position, and runway
  
• Reviewing and providing feedback on board materials
  
• Building financial models and budgets based on inputs you provide
  
• Supporting updates to models prepared by us
  
• Assisting with preparation of materials for equity financings or similar transactions
  
• Conducting non-financial strategic or operational analyses (e.g., market dynamics, monetization, customer metrics)
  
• Coordinating with your accounting, bookkeeping, or controller functions
  
• Assisting with information requests from valuation firms or other advisors
  
• Providing other mutually agreed consulting services (collectively, “CFO Services”)
  

We may also provide other fractional or professional consulting services as agreed in writing.

1.2 Excluded Services and Disclaimers

Our consulting services are advisory in nature and do not constitute legal, regulatory, tax, real estate, healthcare, accounting, or investment advice. We are not a public accounting firm and do not provide attest services.

We do not act as, and you agree not to characterize us as, your:

• Officer or employee
  
• Agent, broker, fiduciary, or investment adviser
  
• Broker-dealer, finder, or insurance or benefits broker
  

Our services do not include:

• Independent valuations or appraisals
  
• Legal or regulatory advice
  
• Tax advice or tax return preparation (unless separately purchased)
  
• Employment, payroll, benefits, or entity-structuring advice
  
• Employee classification or HR decision-making
  
• Drafting HR policies or employment documents
  
• Ongoing multi-entity or international tax and payroll compliance (unless expressly scoped)
  
• Collection of unpaid accounts receivable
  

You are responsible for engaging appropriately licensed professionals for any of the foregoing.

We are not responsible for notifying you of, preparing, or filing any regulatory notices, registrations, or compliance filings required by law.

1.3 Independent Consultant Relationship

We and our personnel act as independent consultants and owe no fiduciary duties to you. You agree not to represent us as your “CFO,” “Chief Financial Officer,” or any role implying officer authority. We will not act as a signatory on your behalf.

All analyses and deliverables are prepared for your internal management use. Any external use is at your discretion and responsibility. While we may recommend potential courses of action, all business decisions remain solely yours, and we are not responsible for outcomes resulting from those decisions.

No advice or information provided creates any warranty beyond those expressly stated in these Consulting Terms, the Order Form, or the Subscription Agreement.

1.4 Service Administration

You agree to use designated communication channels when working with our team. Consulting services are provided during standard business hours (9:00 a.m. to 5:00 p.m. in the applicable U.S. time zone).

If delivery of services requires third-party tools or software, you are responsible for maintaining the necessary licenses or subscriptions. Delays or limitations may occur if access is not provided. We may upload Customer Data to third-party tools solely to deliver the services.

Unused prepaid hours expire at the end of the applicable billing period and do not roll over. We may limit significant overages to manage availability. For prepaid services, work may be delayed until payment is received.

2. Deliverables and Intellectual Property

2.1 Ownership of Deliverables

Upon full payment, you will own all right, title, and interest in deliverables created specifically for you and delivered under an Order Form (“Deliverables”), excluding Background Materials. To the extent permitted by law, Deliverables are considered works made for hire, and we assign to you any rights necessary to effectuate ownership.

2.2 Background Materials

We retain all rights to any pre-existing or generally applicable materials, methodologies, templates, tools, or technologies used in providing the services (“Background Materials”). To the extent Background Materials are incorporated into a Deliverable, you are granted a non-exclusive, internal license to use them solely as part of that Deliverable. No other rights are granted.

3. Limited Warranty

We warrant that consulting services will be performed in a professional and workmanlike manner. Any claim must be submitted in writing within thirty (30) days after the applicable service is performed. Our sole obligation and your exclusive remedy is, at our discretion, to reperform the nonconforming service or refund the fees paid for that service.