Terms of Service | Elysium Agency LLC

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Elysium Agency LLC ("Elysium Agency," "we," "us," or "our"), a limited liability company organized under the laws of the State of New Mexico, with its principal office at 1209 Mountain Road PL NE, Ste R, Albuquerque, NM 87110.

By accessing or using our website (https://elysium-agency.com), submitting a consultation request, or entering into a consulting engagement with Elysium Agency, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms.

If you do not agree to these Terms, you must not access or use our website or services.

2. Description of Services

Elysium Agency provides professional business consulting and strategic advisory services, including but not limited to:

Strategic Planning: Long-term business strategy development, competitive analysis, and market positioning.
Digital Transformation: Technology adoption guidance, cloud migration planning, AI integration, and process automation strategy.
Operations Excellence: Operational efficiency assessments, lean methodology implementation, and supply chain optimization.
Growth Advisory: Market expansion strategies, revenue optimization, and scalable business model design.
Financial Advisory: M&A due diligence, capital restructuring, financial modeling, and investor relations support.
Risk & Compliance: Risk management frameworks, regulatory compliance assessments, and corporate governance advisory.

The specific scope, deliverables, timelines, and fees for each engagement are defined in individual Statements of Work (SOW) or engagement letters agreed upon by both parties prior to commencement of services.

3. Consulting Engagements

A) Engagement Process

All consulting engagements follow a structured process:

Initial Consultation: A complimentary discovery call to understand your challenges and objectives.
Proposal: A detailed proposal outlining our recommended approach, methodology, timeline, and investment.
Agreement: Execution of a formal engagement letter or Statement of Work (SOW) detailing the specific terms of the engagement.
Execution: Delivery of consulting services as outlined in the agreed-upon SOW.
Completion: Delivery of final deliverables and engagement review.

B) Engagement Letters

Each consulting engagement will be governed by a separate engagement letter or SOW that supplements these Terms. In the event of a conflict between these Terms and a specific SOW, the SOW shall prevail with respect to that particular engagement.

C) Revisions & Change Orders

Changes to the scope of an engagement must be documented in a written change order signed by both parties. Additional work outside the original scope will be billed at our standard rates or as agreed in the change order.

4. Scope of Work & Deliverables

Deliverables produced during a consulting engagement may include, but are not limited to:

Strategic plans and roadmaps
Market research and competitive analysis reports
Operational assessments and improvement recommendations
Financial models, forecasts, and scenario analyses
Organizational structure and process design documents
Presentation materials and executive briefings
Implementation guides and change management frameworks

The specific deliverables for each engagement will be clearly defined in the applicable SOW. Elysium Agency shall use commercially reasonable efforts to deliver all agreed-upon deliverables within the specified timelines, subject to the Client's timely provision of required information and access.

Unless otherwise specified in the SOW, each engagement includes up to two (2) rounds of revisions on deliverables. Additional revision rounds may be subject to additional fees.

5. Payments & Billing

A) Pricing Models

Elysium Agency offers three pricing models:

Fixed Fee: A predetermined total fee for a well-defined scope of work, typically paid in milestone-based installments.
Retainer: A monthly or quarterly retainer fee for ongoing advisory services, providing a set number of consulting hours or access level.
Performance-Based: Fees tied to measurable outcomes and KPIs, typically including a base fee plus a success bonus upon achievement of agreed targets.

B) Payment Terms

All fees are quoted and payable in United States Dollars (USD) unless otherwise agreed in writing.
Invoices are issued in accordance with the payment schedule specified in the SOW.
Payment is due within thirty (30) days of the invoice date unless otherwise specified.
Accepted payment methods include wire transfer, ACH, check, and credit card (via Stripe).

C) Late Payments

Overdue invoices may be subject to a late fee of 1.5% per month (or the maximum rate permitted by law, whichever is lower). Elysium Agency reserves the right to suspend services if payment is more than thirty (30) days overdue after written notice.

D) Taxes

All fees are exclusive of applicable taxes. The Client is responsible for all sales taxes, use taxes, and other governmental charges applicable to the services rendered.

6. Intellectual Property

A) Client Deliverables

Upon full payment of all applicable fees, the Client shall own all rights, title, and interest in the deliverables specifically created for the Client as part of an engagement. This includes custom reports, strategies, and analyses produced exclusively for the Client.

B) Elysium Agency Intellectual Property

Elysium Agency retains all rights to its proprietary methodologies, frameworks, tools, templates, and pre-existing intellectual property that may be utilized during an engagement. The Client receives a non-exclusive, non-transferable license to use such materials solely for internal business purposes.

C) Portfolio & Case Studies

Unless specifically prohibited in the SOW, Elysium Agency may reference the engagement (without disclosing confidential information) in its portfolio, case studies, and marketing materials, subject to the Client's prior written consent.

7. Confidentiality

Both parties agree to maintain the confidentiality of all proprietary and confidential information shared during the course of an engagement. "Confidential Information" includes, but is not limited to:

Business strategies, financial information, and trade secrets
Client data, customer lists, and market analyses
Elysium Agency's proprietary methodologies and tools
Any information marked as "Confidential" or that a reasonable person would consider confidential

Confidentiality obligations shall survive the termination of any engagement and remain in effect for a period of five (5) years from the date of disclosure, unless otherwise specified in the SOW or NDA. Confidential Information may be disclosed if required by law, regulation, or court order, provided the disclosing party gives reasonable prior notice to the other party.

8. Client Obligations

To ensure the successful delivery of our services, the Client agrees to:

Provide timely and accurate information, data, and access required for the engagement.
Designate a primary point of contact with decision-making authority.
Make key stakeholders available for interviews, workshops, and review meetings as reasonably required.
Review and provide feedback on deliverables within the timeframes specified in the SOW.
Pay all fees in accordance with the agreed payment terms.
Notify Elysium Agency promptly of any changes in circumstances that may affect the engagement.

Delays caused by the Client's failure to fulfill these obligations may result in adjusted timelines and, where applicable, additional fees.

9. Website Use

A) Acceptable Use

By using our website, you agree not to:

Use the website for any unlawful purpose or in violation of any applicable laws or regulations.
Attempt to gain unauthorized access to our systems, networks, or data.
Transmit malicious code, viruses, or any harmful software.
Scrape, crawl, or use automated means to access the website without our prior written consent.
Reproduce, distribute, or create derivative works from our website content without authorization.
Interfere with the proper functioning of the website or burden our infrastructure.

B) Website Content

All content on our website, including text, graphics, logos, images, and software, is the property of Elysium Agency LLC or its content suppliers and is protected by United States and international copyright, trademark, and intellectual property laws.

C) Third-Party Links

Our website may contain links to third-party websites. Elysium Agency is not responsible for the content, privacy practices, or availability of these external sites and does not endorse them.

10. Limitation of Liability

Our consulting services are advisory in nature. While we strive to provide the highest quality advice and recommendations, the ultimate business decisions and their outcomes are the responsibility of the Client.

Elysium Agency provides its services on an "as is" and "as available" basis.
We do not guarantee specific business results, revenue increases, or performance outcomes.
To the maximum extent permitted by law, Elysium Agency's total aggregate liability for any claims arising out of or related to an engagement shall not exceed the total fees paid by the Client for that specific engagement.
In no event shall Elysium Agency be liable for any indirect, incidental, consequential, special, or punitive damages, including lost profits, loss of business opportunities, or loss of data, regardless of the cause of action or theory of liability.

11. Indemnification

The Client agrees to indemnify, defend, and hold harmless Elysium Agency LLC, its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

The Client's breach of these Terms or any applicable SOW.
The Client's use of deliverables in a manner not contemplated by the engagement.
Any third-party claim arising from the Client's implementation of our recommendations.
The Client's violation of any applicable law or regulation.

12. Termination

A) Termination by Either Party

Either party may terminate an engagement with thirty (30) days' written notice, unless otherwise specified in the SOW. Upon termination:

The Client shall pay for all services rendered and expenses incurred up to the termination date.
Elysium Agency shall deliver all completed or in-progress deliverables.
Both parties shall return or destroy all confidential information in their possession.

B) Termination for Cause

Either party may terminate immediately upon written notice if the other party materially breaches these Terms or the applicable SOW and fails to cure such breach within fifteen (15) days of receiving written notice of the breach.

C) Survival

Sections relating to intellectual property, confidentiality, limitation of liability, indemnification, and governing law shall survive the termination or expiration of these Terms and any engagement.

13. Modifications to Terms

Elysium Agency reserves the right to modify these Terms at any time. Material changes will be communicated to active clients via email and posted on our website with an updated effective date. Continued use of our website or services after such modifications constitutes acceptance of the revised Terms. For active engagements, the Terms in effect at the time of the SOW execution shall govern that engagement unless both parties agree otherwise in writing.

14. Governing Law & Dispute Resolution

A) Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of New Mexico, United States, without regard to its conflict of law provisions.

B) Dispute Resolution

In the event of a dispute arising out of or relating to these Terms or any engagement:

Negotiation: The parties shall first attempt to resolve the dispute through good-faith negotiations between senior representatives.
Mediation: If negotiation fails within thirty (30) days, the parties agree to submit the dispute to non-binding mediation administered by a mutually agreed-upon mediator in Albuquerque, New Mexico.
Arbitration: If mediation fails within sixty (60) days, the dispute shall be resolved by binding arbitration under the rules of the American Arbitration Association (AAA), conducted in Albuquerque, New Mexico. The arbitrator's decision shall be final and binding.

C) Class Action Waiver

Both parties agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action.

15. General Provisions

Entire Agreement: These Terms, together with any applicable SOW and engagement letters, constitute the entire agreement between the parties and supersede all prior agreements and understandings.
Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
Waiver: The failure of either party to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.
Assignment: Neither party may assign these Terms without the prior written consent of the other party, except in connection with a merger, acquisition, or sale of all or substantially all assets.
Force Majeure: Neither party shall be liable for delays or failures in performance resulting from causes beyond its reasonable control, including natural disasters, acts of government, pandemic, war, or internet disruptions.
Independent Contractor: Elysium Agency's relationship with the Client is that of an independent contractor. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship.
Notices: All formal notices under these Terms shall be in writing and sent to the addresses specified in the applicable SOW or to info@elysium-agency.com for Elysium Agency.

16. Contact Information

For questions or concerns about these Terms of Service, please contact us:

Email: info@elysium-agency.com
Address: Elysium Agency LLC, 1209 Mountain Road PL NE, Ste R, Albuquerque, NM 87110, United States