Terms of Service

1. Definitions

In these Terms of Service, the following definitions apply:

• • "Stratusight," "we," "us," or "our" refers to Stratusight, a consulting and advisory firm incorporated and operating in the Province of Québec, Canada.
• • "Client" or "you" refers to any individual, organization, corporation, or government entity that accesses our website or engages our services.
• • "Services" refers to all advisory, consulting, coaching, research, vendor management, and related professional services offered by Stratusight.
• • "Website" refers to the Stratusight website located at stratusight.tech and any associated subdomains or digital properties.
• • "Engagement Agreement" refers to any signed proposal, statement of work, contract, or service agreement between Stratusight and a Client.
• • "Deliverables" refers to any reports, frameworks, recommendations, presentations, or other work product produced by Stratusight for a Client.
• • "Confidential Information" refers to any non-public information disclosed by either party in connection with an engagement.

2. About Stratusight

Stratusight is a Canadian leadership and strategy advisory firm headquartered in Vaudreuil-Dorion, Québec. We provide professional advisory services to organizations in the private sector, public sector, and technology industries across Canada and internationally.

Stratusight operates in both official languages of Canada — English and French — and is committed to serving clients across all Canadian jurisdictions.

3. Acceptance of Terms

By accessing our Website or engaging our Services, you confirm that:

• • You are at least 18 years of age, or the age of majority in your jurisdiction
• • You have the legal authority to enter into binding agreements on behalf of yourself or the organization you represent
• • You have read and agree to be bound by these Terms of Service and our Privacy Policy, which is incorporated herein by reference

4. Use of Our Website

Permitted Use

You may access and use the Website for lawful purposes and in accordance with these Terms. You agree not to:

• • Use the Website in any way that violates applicable Canadian federal or provincial law or regulation
• • Transmit or upload any content that is unlawful, defamatory, harassing, fraudulent, or otherwise harmful
• • Attempt to gain unauthorized access to any part of the Website, its servers, or any systems connected to it
• • Use automated means, bots, or scrapers to extract data from the Website without our prior written consent
• • Reproduce, distribute, or commercialize any content from the Website without Stratusight's express written authorization

Website Availability

We make reasonable efforts to ensure the Website is available and functioning, but we do not guarantee uninterrupted access. We reserve the right to modify, suspend, or discontinue any part of the Website at any time without notice and without liability to you.

Accuracy of Information

Content on our Website is provided for general informational purposes only. While we strive for accuracy, we do not warrant that Website content is complete, current, or free from error. Nothing on the Website constitutes legal, financial, or professional advice.

5. Professional Services and Engagements

Engagement Agreements

All professional services engagements are governed by a signed Engagement Agreement between Stratusight and the Client. In the event of a conflict between these Terms and a signed Engagement Agreement, the Engagement Agreement shall prevail.

Nature of Advisory Services

Stratusight provides strategic advisory, leadership consulting, and related professional services. Our advice and recommendations are based on information provided by the Client and our professional judgment at the time of engagement. We do not guarantee specific outcomes, results, or business performance as a result of our Services.

Client Responsibilities

Clients are responsible for:

• • Providing accurate, complete, and timely information necessary for Stratusight to perform its Services
• • Making reasonable decisions and exercising independent judgment in implementing any recommendations
• • Ensuring that any information provided to Stratusight does not infringe on third-party rights or violate applicable law
• • Designating appropriate personnel to collaborate with and provide instructions to Stratusight throughout an engagement

Independent Contractor

Stratusight operates as an independent contractor. Nothing in these Terms or any Engagement Agreement creates an employment, partnership, joint venture, franchise, or agency relationship between Stratusight and the Client.

6. Fees, Payment, and Invoicing

Fees

Fees for Services are set out in the applicable Engagement Agreement or proposal. All fees are quoted in Canadian dollars (CAD) unless otherwise specified in writing.

Invoicing and Payment Terms

Unless otherwise agreed in writing:

• • Invoices are due and payable within thirty (30) days of the invoice date
• • Late payments may be subject to interest at the rate of 1.5% per month (18% per annum) on any outstanding balance
• • Stratusight reserves the right to suspend Services for accounts more than thirty (30) days past due

Taxes

All fees are exclusive of applicable taxes. Stratusight will charge and remit applicable federal and provincial taxes (including GST/HST and QST) as required by law. Clients are responsible for any taxes applicable to their receipt of Services in their jurisdiction.

Expenses

Out-of-pocket expenses reasonably incurred in connection with an engagement (such as travel, accommodation, and materials) will be billed to the Client at cost, with prior approval as specified in the Engagement Agreement.

7. Intellectual Property

Stratusight IP

All intellectual property rights in our Website, brand, methodologies, frameworks, tools, templates, and pre-existing materials belong to Stratusight. Nothing in these Terms transfers any ownership of Stratusight's intellectual property to the Client.

Deliverables

Unless otherwise specified in a signed Engagement Agreement, upon receipt of full payment, Stratusight grants the Client a non-exclusive, non-transferable license to use Deliverables for their internal business purposes. Stratusight retains ownership of the underlying methodologies, frameworks, and know-how used to produce Deliverables.

Client Materials

The Client retains ownership of all materials, data, and information provided to Stratusight. The Client grants Stratusight a limited license to use such materials solely for the purpose of performing the Services.

Insights Content

Articles, blog posts, reports, and other thought leadership content published by Stratusight on our Website or through our channels are our intellectual property. You may share or reference this content with attribution, but may not reproduce it in full without our prior written consent.

8. Confidentiality

Both parties acknowledge that in the course of an engagement, each may disclose Confidential Information to the other. Each party agrees to:

• • Hold the other party's Confidential Information in strict confidence
• • Use Confidential Information only for the purposes of the engagement
• • Not disclose Confidential Information to any third party without the disclosing party's prior written consent, except to employees or contractors with a need to know who are bound by equivalent obligations

9. Disclaimer of Warranties

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE CANADIAN LAW:

The Website and its content are provided on an "as is" and "as available" basis without warranties of any kind, either express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement. Stratusight does not warrant that the Website will be error-free, uninterrupted, secure, or free of viruses or other harmful components. Advisory opinions and recommendations are provided in good faith based on information available at the time, but Stratusight does not guarantee any specific outcome or result.

10. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE CANADIAN LAW:

Stratusight's total liability to any Client for any claim arising from or related to our Services or these Terms shall not exceed the total fees paid by that Client to Stratusight in the three (3) months immediately preceding the event giving rise to the claim.

In no event shall Stratusight be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, loss of revenue, loss of data, loss of business opportunity, or reputational harm, even if advised of the possibility of such damages.

11. Indemnification

You agree to indemnify, defend, and hold harmless Stratusight and its officers, directors, employees, contractors, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to:

• • Your use of the Website or Services
• • Your breach of these Terms
• • Any inaccurate, misleading, or incomplete information you provide to Stratusight
• • Your violation of any applicable law or the rights of any third party

12. Third-Party Links and Services

Our Website may contain links to third-party websites, tools, or services for your convenience and reference. Stratusight does not endorse, control, or assume responsibility for the content, privacy practices, or accuracy of any third-party websites.

Accessing third-party links is at your own risk and subject to the terms and policies of those third parties. We encourage you to review their terms and privacy policies before providing any personal information.

13. Termination

Termination of Website Access

Stratusight reserves the right to suspend or terminate your access to the Website at any time, without notice, if we believe you have violated these Terms or applicable law.

Termination of Services

Either party may terminate a professional services engagement in accordance with the termination provisions set out in the applicable Engagement Agreement. In the absence of specific termination provisions, either party may terminate an engagement with thirty (30) days written notice.

14. Governing Law and Dispute Resolution

Governing Law

These Terms are governed by the laws of the Province of Québec and the federal laws of Canada applicable therein, without regard to conflict of law principles.

Dispute Resolution

The parties agree to attempt to resolve any dispute arising from these Terms or an engagement through good-faith negotiation in the first instance. If the dispute cannot be resolved through negotiation within thirty (30) days, either party may refer the matter to mediation before pursuing litigation.

Jurisdiction

If mediation is unsuccessful or inapplicable, the parties irrevocably submit to the exclusive jurisdiction of the courts of the Province of Québec sitting in the judicial district of Montreal for the resolution of any dispute. You waive any objection to the laying of venue in these courts.

Language

These Terms are drafted in English at the request of the parties. Les présentes conditions ont été rédigées en anglais à la demande des parties. A French version is available upon request / Une version française est disponible sur demande.

15. Amendments to These Terms

Stratusight reserves the right to modify these Terms of Service at any time. When we make material changes, we will update the effective date at the top of this document and, where appropriate, notify active clients by email. Your continued use of the Website or Services following the posting of amended Terms constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically.

16. Severability and Waiver

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision will be modified to the minimum extent necessary to make it enforceable, or severed from these Terms. The remaining provisions will continue in full force and effect.

Stratusight's failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. Any waiver must be in writing and signed by an authorized representative of Stratusight.

17. Entire Agreement

These Terms of Service, together with our Privacy Policy and any applicable Engagement Agreement, constitute the entire agreement between you and Stratusight with respect to the subject matter herein and supersede all prior or contemporaneous understandings, representations, or agreements, whether written or oral.

18. Contact Information

For questions about these Terms of Service, to request a French version, or to raise any concerns, please contact us: