Terms of Service
These Terms of Service ("Terms") are a contract between you and Qiernexu Financial LLC ("Qiernexu", "we", "us"). They explain the rules that govern your access to and use of our website, tools, and advisory services. By accessing or using our website or engaging Qiernexu for budgeting, forecasting, or advisory services, you agree to these Terms. They describe the scope of services, client responsibilities, deliverables, intellectual property rights, payment and invoicing terms, confidentiality obligations, and limits on liability. If you do not agree with any part of these Terms, please do not use our services or website and contact us to discuss alternative arrangements. For clarity, separate written engagement letters, statements of work, or proposals can supplement these Terms and will take precedence for the specific engagement they describe. If there is any conflict between an engagement letter and these Terms, the engagement letter controls for matters specific to that engagement.
1. Services and engagement
Qiernexu provides budgeting, forecasting, scenario analysis, reporting templates, and advisory services as set out in individual engagement letters or proposals. Each engagement will include a description of deliverables, timelines, and responsibilities. Clients must provide accurate information, timely access to necessary data and personnel, and decisions required to complete deliverables. We rely on client-provided data and assumptions; our analyses and forecasts are only as reliable as the inputs supplied. If requested, we will perform reasonable validation of source data, but clients remain responsible for the accuracy of original records and for ensuring we have appropriate rights to use data provided. Changes to scope should be documented and may affect timing and fees. We will not provide legal, tax, or audit opinions unless expressly agreed in writing and performed by appropriately qualified advisors. Our services are advisory and intended to inform client decision-making; final decisions rest with the client and its management.
2. Fees, payment, and invoices
Fees for services will be set out in engagement letters or proposals. Unless otherwise specified, fees are payable according to the schedule in the engagement letter. We may require an upfront deposit. Invoices are due within the payment terms stated on the invoice. Overdue invoices may incur interest at the rate stated in the engagement letter or, if none is provided, at a commercially reasonable rate. Clients are responsible for payment of applicable taxes. If a client disputes an invoice in good faith, they must notify Qiernexu promptly, and the parties will work together to resolve the dispute. Continued non-payment may result in suspension of services until the account is brought current. Fees quoted for specific engagements are valid for the period stated and may be revised for extended engagements or substantial changes in scope. Expenses reasonably incurred by Qiernexu in the course of providing services, such as travel or third-party software licenses, will be billed to the client where agreed in advance.
3. Confidentiality and data
Both parties acknowledge that during engagements they may receive confidential information. Each party agrees to protect confidential information from unauthorized disclosure using at least reasonable care. Qiernexu will use client data only to perform the engagement and for the purposes described in the engagement letter or as required by law. We maintain administrative and technical safeguards to protect information. Client data and models created for a specific engagement remain the client's property unless the engagement letter specifies otherwise. Qiernexu may, however, retain aggregated, anonymized metrics or templates developed over multiple engagements provided they do not contain client-identifying information. If either party is required by law to disclose confidential information, they will, where permitted, provide notice to the other party and cooperate to protect privileged treatment. Confidentiality obligations survive termination of the engagement for a period defined in the engagement letter or for a reasonable period if not specified.
4. Intellectual property
Qiernexu retains ownership of pre-existing intellectual property, methodologies, templates, and software used or developed independently of the engagement. Client-specific deliverables produced under an engagement are licensed to the client for internal use once fees and expenses are paid in full, unless otherwise agreed in writing. Any training materials or generic templates provided for broader use remain Qiernexu intellectual property but may be licensed to clients under a non-exclusive license as set out in the engagement agreement. Clients shall not redistribute or resell Qiernexu proprietary materials without prior written consent. If the client provides materials or tools to be embedded into Qiernexu templates, the client represents that it has the rights to permit such use. Qiernexu will not incorporate client proprietary code or data into publicly distributed software without explicit agreement.
5. Limitation of liability and indemnity
To the fullest extent permitted by law, Qiernexu's liability for any claim arising out of or related to the services or deliverables, whether in contract, tort, or otherwise, shall be limited to fees paid for the specific engagement giving rise to the claim. Qiernexu is not liable for indirect, incidental, special, punitive, or consequential damages, including lost profits, lost savings, or loss of business opportunity. Clients agree to indemnify and hold Qiernexu harmless from third-party claims arising from the client's use of deliverables, the client's negligence, or the client's breach of representations and warranties. Nothing in these Terms excludes liability for death or personal injury caused by negligence or liability that cannot be excluded by applicable law. Clients should review these limits and seek appropriate insurance where necessary. Where applicable, specific liability caps or indemnities may be set out in an engagement letter and will control for that engagement.
6. Termination, cancellation and refunds
Either party may terminate an engagement in accordance with the termination provisions in the applicable engagement letter. On termination, the client will pay for work performed up to the effective date of termination and for reasonable costs incurred. If Qiernexu terminates for cause, the client remains responsible for all fees and expenses through termination and any additional reasonable costs. Refunds, if any, will be handled as specified in the engagement letter. For subscriptions or retainer arrangements, early termination terms and notice periods will be defined in the applicable agreement. Termination does not relieve either party of obligations that, by their nature, should survive termination including confidentiality, indemnity obligations, and any accrued payment obligations. Upon final payment, Qiernexu will provide agreed deliverables and any client-owned source files as specified in the engagement letter.
7. Governing law and dispute resolution
These Terms and any engagement agreements shall be governed by and construed in accordance with the laws of the state of California, United States, unless otherwise agreed in writing. The parties will attempt to resolve disputes amicably through good-faith negotiations. If negotiations do not resolve the dispute, the parties agree to submit to the exclusive jurisdiction of the courts located in San Francisco County, California, subject to any mandatory jurisdictional requirements. Either party may seek interim relief in any court of competent jurisdiction to protect intellectual property or confidential information without breaching the obligation to resolve disputes under this clause. Before initiating formal proceedings, the parties will provide written notice detailing the dispute and allow 30 days for potential resolution, except where immediate court relief is required to prevent irreparable harm.
8. Contact details
Questions about these Terms or requests for copies of engagement-specific agreements should be directed to our legal contact. Qiernexu Financial LLC, 845 Market St, Suite 1200, San Francisco, CA 94103. Email: [email protected]. Phone: +1 (415) 555-0199. For privacy-related inquiries please see our Privacy Policy at /privacy/. We will respond to reasonable communications regarding these Terms and to requests to exercise rights set out under applicable data protection laws.