**TERMS AND CONDITIONS
Executive Consulting Services**
Last Updated: November 20, 2025
Company: The Balanced Nurse/Felicia Wright (“Consultant”)
Client: The individual or entity engaging Consultant’s services (“Client”)
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1. Scope of Services
Consultant will provide strategic, executive-level consulting services as outlined in the mutually agreed Scope of Work (“SOW”). Services may include, but are not limited to: leadership advisory, organizational development, operational assessments, strategic planning, compliance review, training, or project-based consulting.
Any services outside the SOW require a written change request and may incur additional fees.
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2. Term & Termination
2.1 Term
These Terms remain in effect from the commencement date specified in the SOW until services are completed or terminated.
2.2 Termination by Either Party
Either party may terminate the agreement with 24 hour written notice. Consultant may terminate immediately if the Client fails to make timely payments, breaches confidentiality, or engages in conduct that compromises Consultant’s professional or ethical standards.
2.3 Effect of Termination
Client is responsible for all fees and expenses incurred up to the termination date. No refunds will be issued for work already performed.
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3. Fees, Invoicing & Payment
3.1 Fees
Fees will be outlined in the SOW and may be structured as hourly, retainer-based, project-based, or performance-based.
3.2 Payment Terms
Invoices are due at time of service unless otherwise stated.
3.3 Expenses
Client agrees to reimburse Consultant for reasonable and pre-approved travel and project-related expenses.
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4. Client Responsibilities
Client agrees to:
• Provide timely access to personnel, information, data, and resources as needed.
• Ensure accuracy and completeness of all materials provided.
• Make timely decisions to support project progress.
Consultant is not responsible for delays resulting from Client’s failure to meet these responsibilities.
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5. Confidentiality
5.1 Confidential Information
Both parties agree to maintain strict confidentiality regarding all proprietary, business, and personal information exchanged during the engagement.
5.2 Exceptions
Confidentiality does not apply to information already public, independently developed, or required by law to be disclosed.
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6. Intellectual Property
6.1 Consultant Ownership
Consultant retains ownership of methodologies, frameworks, tools, training materials, and intellectual property used or developed during the engagement.
6.2 Client License
Client receives a non-exclusive, non-transferable license to use deliverables for internal purposes only.
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7. Limitation of Liability
To the maximum extent permitted by law:
• Consultant’s total liability is limited to the amount paid by Client in the preceding 3 months.
• Consultant is not liable for indirect, consequential, or punitive damages, including lost profits, business interruption, or data loss.
• All consulting services are offered as advisory only, and implementation results are not guaranteed.
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8. Non-Solicitation
During the engagement period. Client agrees not to solicit, hire, or contract directly with Consultant’s employees, subcontractors, or strategic partners without written consent.
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9. Independent Contractor Status
Consultant operates as an independent contractor. Nothing in this agreement creates an employer-employee relationship, partnership, joint venture, or agency relationship. Client is not responsible for Consultant’s taxes, insurance, or benefits.
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10. Conflict of Interest
Consultant represents that no conflict of interest exists in providing services to Client. In the event that one arises, Consultant will promptly disclose it and seek resolution.
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11. Governing Law
These Terms are governed by the laws of the State of Colorado, without regard to conflict-of-law principles. Any disputes will be resolved through mediation, and if unresolved, through binding arbitration in the same state.
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12. Force Majeure
Neither party is liable for delays or failure to perform due to circumstances beyond reasonable control (including natural disasters, labor disputes, government actions, or technological failures).