Terms of Service

Acceptance of Terms

By accessing this website, requesting a consultation, or entering into an engagement letter with Clavis Advisory, LLC (“Clavis,” “we,” “us,” or “our”), you (“Client” or “you”) acknowledge that you have read, understood, and agree to be bound by these Terms of Service and our Privacy Policy. If you do not agree, please do not use this site or engage our services.

Any engagement letter or statement of work signed between Clavis and a Client governs the specific consulting relationship and, where it conflicts with these terms, the engagement letter controls.

Nature of Services

Clavis Advisory provides independent operational consulting, advisory, and owner’s representation services to owner-led businesses. Our work includes operational diagnostics, development and construction advisory, lender services, real estate advisory, operations consulting, and strategic and management consulting.

Information published on this site is for general informational purposes and is not a substitute for a tailored professional engagement.

Engagement & Scope

All engagements begin by introduction and proceed through a structured diagnostic. The specific scope, deliverables, timeline, and fees for each engagement are defined in a written engagement letter or statement of work executed by both parties.

Verbal estimates, marketing materials, and preliminary conversations are not binding offers and do not constitute an engagement. No advisory or owner’s representation relationship is established until a signed engagement letter is in place.

Changes in scope

Material changes to the scope, schedule, or deliverables require a written amendment. Where additional work falls outside the original scope, Clavis will document the change and obtain Client approval before proceeding.

Fees & Payment

Fees, payment schedules, and any reimbursable expenses are set out in each engagement letter. Unless otherwise stated, invoices are payable within fifteen (15) days of receipt. Late balances may accrue interest at the lesser of one percent (1%) per month or the maximum rate permitted by Oregon law.

Initial thirty-minute consultations are complimentary and do not create an engagement, a fee obligation, or any duty of representation.

Online payment portal

For Client convenience, Clavis offers an online payment portal at pay.clavis-advisory.com, operated through Stripe, Inc. (“Stripe”), a third-party payment processor. Clients may use the portal to pay invoices, deposits, retainers, and engagement milestones by card or supported bank transfer methods. Use of the portal is optional; Clavis continues to accept payment by check and other methods identified in an engagement letter.

When you use the portal, you transact directly with Stripe under Stripe’s own Services Agreement and Privacy Policy. Clavis does not receive, view, or store full card numbers or payment credentials; Stripe transmits only limited transaction metadata (such as the last four digits of the card, the payment brand, the amount, and the payment status) back to Clavis for reconciliation and recordkeeping.

Disputes, refunds, and chargebacks

If you believe an invoice is incorrect, please contact the office at office@clavis-advisory.com before initiating payment so we can review and reconcile the amount. Refunds, credits, and adjustments are handled under the terms of the applicable engagement letter. Chargebacks initiated without prior good-faith attempt to resolve the matter directly with Clavis may be treated as a material breach of the engagement.

Confidentiality

Clavis treats all non-public Client information, business documents, financial records, operational data, and strategic plans shared in the course of an engagement as strictly confidential. We do not disclose Client information to third parties without written authorization, except as required by law, regulation, or court order, or as necessary to deliver the engaged services (for example, to retained subcontractors bound by equivalent confidentiality obligations).

This obligation survives termination of the engagement.

Intellectual Property

Clavis property

All proprietary methodologies, frameworks, diagnostic instruments, the seven-dimension diagnostic, the engagement-arc structure, templates, internal tools, and the contents of this website remain the exclusive intellectual property of Clavis Advisory, LLC. We grant Clients a non-exclusive, non-transferable license to use deliverables produced under an engagement for their own internal business purposes.

Client property

All business data, documents, and pre-existing materials provided by the Client remain the property of the Client. Clavis claims no ownership over Client business records or operational information.

Restrictions

You may not copy, reproduce, redistribute, resell, or create derivative works from Clavis methodologies, frameworks, deliverables, or website content without our prior written consent.

Disclaimers

The website and our services are provided “as is” and “as available.” To the maximum extent permitted by law, Clavis disclaims all warranties, whether express or implied, including warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranty arising out of course of dealing or trade usage.

We do not warrant that the site will be uninterrupted or error-free, that defects will be corrected, or that the site or the servers that make it available are free of viruses or other harmful components.

Outcomes of any advisory engagement depend on factors outside our control, including Client implementation, market conditions, and the accuracy and completeness of information the Client provides. Clavis makes no guarantee of specific results, revenue, profitability, or business outcomes.

Limitation of Liability

To the maximum extent permitted by law, the total aggregate liability of Clavis Advisory, LLC arising out of or relating to an engagement, these terms, or your use of the site shall not exceed the total fees actually paid by the Client to Clavis under the relevant engagement letter during the twelve (12) months preceding the event giving rise to the claim.

Clavis shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profits, revenue, goodwill, data, or business opportunities, even if Clavis has been advised of the possibility of such damages.

Nothing in these terms limits liability for fraud, willful misconduct, or any liability that cannot be excluded under applicable Oregon law.

Related-Party Disclosure

From time to time, Clavis Advisory may have ownership, financial, or contractual relationships with third parties whose services may be relevant to a Client engagement. Where any such related-party relationship exists, it will be disclosed in writing to the Client in the engagement letter, before any work involving that party begins.

The disclosure will identify the related party, the nature of the relationship, and any fees, referrals, or shared interests involved. Clients are never obligated to use any related party; the choice of construction, legal, financial, or other professional service providers remains entirely with the Client.

Termination

Either party may terminate an engagement in accordance with the terms of the relevant engagement letter, which generally permits termination by written notice. Upon termination, the Client is responsible for all fees and reimbursable expenses incurred through the effective date of termination.

Sections governing confidentiality, intellectual property, disclaimers, limitation of liability, and governing law survive termination.

Governing Law & Venue

These Terms of Service and any engagement with Clavis Advisory, LLC are governed by the laws of the State of Oregon, without regard to conflict-of-laws principles. Any dispute arising under or relating to these terms shall be brought exclusively in the state or federal courts located in Clackamas County, Oregon, and the parties consent to the personal jurisdiction of those courts.

The parties will first attempt in good faith to resolve any dispute through direct negotiation between principals before commencing formal proceedings.

Contact

Questions about these Terms of Service may be directed to:

Clavis Advisory, LLC
Clackamas, Oregon
contact@clavis-advisory.com
503·305·3590