Terms & Conditions

Definitions

In these Terms & Conditions ("Terms"), "Osric," "we," "us," and "our" mean Osric Advisory. "Client," "you," and "your" mean the person or organisation engaging our services. "Services" means the advisory, brand, AI, advertising, and related work described in a written proposal or agreement. A "Milestone" is a defined unit of work agreed in writing before it begins. The "Agreement" means the written proposal, statement of work, or engagement letter that, together with these Terms, governs our work for you.

Scope of services

We provide strategy, brand, AI and automation, and advertising services as set out in the Agreement. The specific deliverables, timelines, and fees for any engagement are defined in that written Agreement. These Terms apply to all engagements unless expressly varied in writing.

Work outside the agreed scope is not included and will only be undertaken by mutual written agreement, typically as an additional Milestone.

Engagement & milestones

Every engagement begins with a consultation at no cost. Before any chargeable work starts, we agree the scope, Milestones, fees, and timeline in writing.

Work is carried out in defined Milestones. Each Milestone is completed, revised as reasonably needed to meet the agreed outcome, and submitted to you for approval. We do not require deposits or any upfront payment for undelivered work.

Fees & payment

Fees are set out in the Agreement. An invoice is issued only after a Milestone has been completed, revised as reasonably needed, and approved by you. There is no charge for work that has not reached an agreed Milestone.

Invoices are payable via Stripe and PayPal. Unless the Agreement states otherwise, fees are quoted and payable in Canadian Dollars (CAD). Invoices are due within the period stated on the invoice.

Where an engagement address falls within the United States, fees may instead be quoted and payable in US Dollars (USD), as specified in the Agreement.

Revisions

Reasonable revisions required to reach the outcome agreed for a Milestone are included in the fee for that Milestone. They are part of the work, not an additional charge. Revisions that materially expand the agreed scope are treated as new work and agreed separately.

Refunds

If an engagement cannot be completed, you receive a pro-rata refund for any Milestone that has been paid but not delivered. Where work has been performed but has not reached an agreed Milestone, it is not charged.

Because we invoice only after delivery and approval, you are never asked to pay for work you have not received.

Client responsibilities

To deliver on time, we rely on you to provide timely access to the information, materials, approvals, and points of contact reasonably needed for the Services. Delays in providing these may affect timelines through no fault of ours.

You confirm that any materials you provide to us do not infringe the rights of any third party and that you are authorised to engage us for the Services.

Intellectual property

On full payment for a given Milestone, ownership of the final deliverables produced for that Milestone transfers to you, except for any third-party materials and any pre-existing tools, frameworks, or know-how we use to produce them, which remain ours and are licensed to you for the intended use of the deliverables.

Until payment for a Milestone is received, all deliverables for that Milestone remain our property. We may reference completed work in our portfolio unless you ask us in writing not to.

Confidentiality

Each party will keep the other's confidential information private and use it only to perform or receive the Services. This obligation continues after the engagement ends. It does not apply to information that is or becomes public through no fault of the receiving party, or that must be disclosed by law.

Warranties & disclaimers

We perform the Services with reasonable skill and care and in a professional manner. Except as expressly stated in these Terms or the Agreement, the Services are provided without further warranties of any kind, whether express or implied, to the fullest extent permitted by law.

We do not guarantee specific commercial results, such as particular revenue, ranking, or advertising performance, as these depend on factors beyond our control.

Limitation of liability

To the fullest extent permitted by law, our total aggregate liability arising out of or in connection with an engagement, whether in contract, tort (including negligence), or otherwise, shall not exceed the total fees paid by you to us in the twelve (12) months preceding the event giving rise to the claim.

Neither party is liable for indirect, incidental, special, or consequential losses, including loss of profit, revenue, data, or goodwill. Nothing in these Terms limits any liability that cannot be limited or excluded under applicable law.

Term & termination

Either party may end an engagement on written notice. On termination, you pay for all Milestones delivered and approved up to that date, and any paid-but-undelivered Milestone is refunded pro rata as set out above. Clauses that by their nature should survive termination, including confidentiality, intellectual property, and limitation of liability, continue to apply.

Governing law

These Terms and any engagement are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, and the parties submit to the exclusive jurisdiction of the courts of Ontario. Where an engagement is contracted through a business address in another jurisdiction, the governing law and currency stated in the applicable Agreement will apply.

Changes to these terms

We may update these Terms from time to time. The version in effect when your Agreement is signed governs that engagement. Material changes will be reflected by an updated effective date on this page.

Contact

Questions about these Terms can be sent to info@osric.ca or by phone at 437 600 9980. Osric Advisory is located at 27 Hopecrest Pl, Brampton, ON L6R 2V1, Canada. Full scope, fees, currency, timelines, and refund terms for your engagement live in your written Agreement alongside these Terms.