Terms of Service

1. Agreement to these terms

These Terms of Service form an agreement between you and NorthBridge Business Advisory LLC. By using this website, sending an enquiry or engaging us, you accept them. If you do not accept them, please do not use the site or engage our services.

Where you sign a proposal, scope of work or services agreement with us, that document governs the specific engagement. These terms apply alongside it, and where the two conflict on a particular point the signed document controls.

2. Using this website

Content on this site is general information about our services. It is not consulting, financial, legal or tax advice, it is not an offer, and no client relationship is created by reading the site or sending an enquiry.

The fee estimator is an illustrative budgeting tool only. It produces indicative ranges based on comparable past engagements, it is not a quotation, and it does not bind either party. Only a signed written scope sets a fee.

You agree not to use this site to attempt unauthorised access, to introduce malicious code, to scrape content for commercial reuse, to copy substantial portions for a competing service, or for any unlawful purpose. We may change or withdraw any part of the site at any time and we do not guarantee uninterrupted availability.

3. Nature of our services

We provide business consulting, management and advisory services, including strategy and growth advisory, operations and performance management, financial planning and fractional chief financial officer support, organisational and leadership advisory, market entry and expansion work, risk, compliance and governance advisory, and interim management.

Our role is advisory unless a signed scope expressly places us in an operating seat, and even then our authority is limited to what that document states. Decisions about your business remain yours. We provide analysis, recommendations, documentation and implementation support, and you retain full responsibility for the decisions you take and for the operation of your business.

4. What we are not

NorthBridge Business Advisory LLC is not a licensed public accounting firm, law firm, registered investment adviser, broker dealer, insurance producer, bank or employment agency. Accordingly we do not provide, and nothing we deliver should be treated as:

• Audit, review, compilation or any other attest service
• Tax return preparation, tax opinions or representation before a tax authority
• Legal advice, contract drafting or representation in any proceeding
• Investment advice, securities recommendations or solicitation of investment
• Insurance placement or actuarial services

Where your matter requires any of these, we will say so and can introduce appropriately licensed professionals. Financial models, projections and forecasts we prepare are planning tools based on assumptions stated in the deliverable. They are not guarantees, and they are not prepared in accordance with any attestation standard.

5. Engagement, scope and changes

Work begins when you accept a written proposal or scope of work and, where required, pay the opening instalment. The proposal sets out deliverables, timeline, fee, and the assumptions the fee depends on. Most engagements begin with a paid diagnostic, and we may decline to quote larger work until one has been completed.

If you request work outside the agreed scope, or an assumption proves incorrect, we will set out the effect on fee and timeline in writing and await your written approval before proceeding. We do not perform additional chargeable work without it.

Timelines are good faith estimates. We are not responsible for delays caused by your own decision cycle, delayed access to records or personnel, third parties, regulators, or events outside reasonable control.

6. Fees, invoicing and payment

• All fees are in United States dollars and exclusive of applicable taxes.
• Retainers are invoiced on the first working day of each month, payable within 14 days, or quarterly in advance at a 10 percent discount.
• Project work is invoiced 50 percent on signature and 50 percent on delivery, unless the scope sets out stage payments.
• Minimum terms are three months for Span, six months for Keystone and twelve months for Causeway.
• Travel beyond 150 miles of either office, accommodation and agreed disbursements are charged at cost, approved in writing in advance.
• Card payments carry the processing fee at cost. Bank transfer carries no additional charge.

Invoices unpaid after 30 days may attract interest at 1.5 percent per month or the maximum rate permitted by applicable law, whichever is lower. We may suspend work on written notice while an invoice is more than 30 days overdue. We will not withhold deliverables you have already paid for.

7. Client responsibilities

The quality of our work depends materially on what you provide. You agree to:

• Provide accurate, complete and timely financial and operational information
• Give reasonable access to premises, systems, records and personnel
• Nominate one decision maker empowered to approve deliverables and spend
• Respond to approval requests within a reasonable period
• Hold all licences, insurances and permissions required to operate your business
• Take independent legal, tax and accounting advice where a decision requires it
• Comply with all applicable employment, health and safety, tax and industry regulation

We rely on the information you supply and do not independently verify or audit it. Recommendations based on inaccurate or incomplete information may themselves be inaccurate, and we are not liable for that outcome.

8. Independence and conflicts

We accept no commission, rebate, referral fee, finder's fee or comparable benefit from any software vendor, lender, broker, insurer, supplier or other third party in connection with a client engagement. Our income from an engagement is the fee you pay us. This is a term of our agreement and you may ask any party we introduce to confirm it.

We serve multiple clients, sometimes in the same industry. We will tell you before accepting an engagement that presents a direct conflict, and we will not act for a direct competitor on the same strategic question at the same time without the written consent of both parties.

9. Intellectual property

All content on this website, including text, layout, graphics and code, belongs to NorthBridge Business Advisory LLC and may not be reproduced without written permission, other than ordinary browsing, printing and quotation with attribution.

For client work, on full payment you receive a perpetual, non exclusive licence to use the deliverables for the internal purposes of the business they were prepared for. Where a deliverable is a model, dashboard, policy or process document, it is handed over in editable form and it is yours to keep and to modify.

We retain ownership of our underlying methods, frameworks, templates, tools and general knowledge, including anything we learn during an engagement that does not constitute your confidential information, and we may reuse that on other engagements. Deliverables may not be resold or licensed to third parties. We may describe the work in general, anonymised terms, and we will name you publicly only with your written permission.

10. Confidentiality

Each party agrees to keep the other's confidential information in confidence, to use it only for the engagement, and to disclose it only to people who need it for the engagement. Confidential information includes financial figures, contracts, strategy, customer and supplier information, personnel matters and the existence and terms of the engagement.

These obligations do not apply to information that is public through no fault of the receiving party, was lawfully held beforehand, is independently developed, or must be disclosed by law. Confidentiality survives the end of the engagement for five years, and indefinitely for trade secrets.

11. Non solicitation of personnel

During an engagement and for 12 months afterwards, neither party will knowingly solicit or hire the other's personnel who were directly involved in the engagement, without the other's written consent. General advertising not targeted at those individuals, and a response to it, is not a breach of this section.

12. Cancellation and suspension

After the minimum term is served, either party may end a retainer with 30 days written notice. Project work may be cancelled in writing at any time, in which case you pay for work completed to that point plus any non recoverable commitments made on your instruction.

Either party may end an engagement immediately if the other commits a material breach not remedied within 14 days of written notice, becomes insolvent, or requests conduct that is unlawful or unethical. On termination we hand over deliverables paid for in full together with your own documents and data.

13. Warranties and disclaimers

We warrant that our services will be performed with the reasonable skill and care of a competent business advisory firm. That is the whole of our warranty.

We do not warrant any particular commercial outcome. Business results depend on market conditions, competition, funding, execution by your team, decisions taken by you, and factors outside anyone's control. Figures, percentages, timelines and case outcomes shown on this website or in a proposal are illustrative examples from past engagements. They are not promises, projections or guarantees of results for your business.

Except as stated in this section, and to the fullest extent permitted by law, all other warranties, express or implied, including implied warranties of merchantability and fitness for a particular purpose, are excluded. This website is provided on an as is basis.

14. Limitation of liability

To the fullest extent permitted by law, neither party is liable to the other for indirect, incidental, special, consequential or punitive damages, or for lost profits, lost revenue, lost savings, lost goodwill, lost data or business interruption, however caused.

Our total aggregate liability arising out of or in connection with an engagement, whether in contract, tort, negligence or otherwise, is limited to the total fees actually paid by you to us under that engagement in the 12 months preceding the event giving rise to the claim.

Nothing in these terms limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be limited.

15. Indemnity

You agree to indemnify NorthBridge Business Advisory LLC, its members and personnel against claims, damages and reasonable costs arising from your operation of your business, your employment decisions, your failure to hold required licences or insurances, your breach of these terms, your provision of inaccurate information, or use of a deliverable outside the purpose for which it was prepared.

16. Governing law and disputes

These terms and any engagement are governed by the laws of the State of Georgia, without regard to conflict of law rules, unless the signed scope specifies Colorado for an engagement served from that office. The parties submit to the exclusive jurisdiction of the state and federal courts of the applicable state.

Before commencing proceedings, the parties agree to raise the issue in writing and attempt in good faith to resolve it within 30 days, then to attempt mediation. This does not prevent either party from seeking urgent injunctive relief.

17. General terms

• Entire agreement. These terms with a signed proposal form the whole agreement on their subject matter.
• Severability. If a provision is unenforceable, the rest remains in force.
• No waiver. Failing to enforce a term is not a waiver of it.
• Assignment. Neither party may assign an engagement without the other's written consent, not to be unreasonably withheld.
• Force majeure. Neither party is liable for delay caused by events beyond reasonable control.
• Independent contractor. We act as an independent contractor. Nothing creates a partnership, joint venture, agency or employment relationship.
• Notices. Written notice may be given by email to the addresses in the signed scope, or to business@northbridgeconsult.org.
• Changes. We may update these terms and will post the revised date above. Changes do not affect an engagement already under way.

NorthBridge Business Advisory LLC
90 Garfield Dr, Lot 44, Jesup, GA 31545, United States
300 Nickel St, Broomfield, CO 80020, United States
Email: business@northbridgeconsult.org
Telephone: +1 539-230-9038