// Terms of Service

Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and ANT Consulting ("Company," "we," "our," or "us") regarding your use of our website, services, and any related applications or tools.

By accessing our website, engaging our services, or entering into a consulting agreement with us, you agree to be bound by these Terms. If you do not agree to these Terms, you may not use our website or services.

Description of Services

ANT Consulting provides strategic consulting services specializing in:

• • Strategic Advisory and Innovation-driven Problem Solving
• • Program Management and Breakthrough Execution
• • Operational Excellence and Smart Automation
• • AI Exploration and Emerging Technology Integration
• • Digital Transformation and Process Optimization

Our services are delivered through various engagement models including strategic advisory, project-based consulting, embedded team support, and ongoing partnership arrangements. The specific scope, deliverables, and terms for each engagement are defined in separate written agreements.

Consulting Engagement Terms

Service Agreements

All consulting services are subject to separate written agreements (Statements of Work, Master Services Agreements, or similar contracts) that specify:

• • Detailed scope of work and specific deliverables
• • Project timeline, phases, and key milestones
• • Fee structure, payment terms, and expense reimbursement
• • Intellectual property ownership and licensing rights
• • Confidentiality, non-disclosure, and data protection terms
• • Client responsibilities and required cooperation
• • Acceptance criteria and change request procedures

Professional Standards

We commit to delivering services with professional competence and in accordance with industry best practices. Our commitments include:

• • Maintaining strict confidentiality of client information
• • Providing transparent and timely communication
• • Meeting agreed-upon deadlines and deliverables
• • Avoiding conflicts of interest
• • Operating with integrity and ethical business practices

Clients are expected to provide timely feedback, necessary access to systems and personnel, and accurate information required for successful project execution.

Intellectual Property Rights

Client Deliverables

Unless otherwise specified in a written agreement, all deliverables created specifically for a client as part of a consulting engagement (including reports, analyses, recommendations, and custom solutions) become the property of the client upon full payment.

ANT Property

ANT Consulting retains ownership of:

• • Pre-existing methodologies, frameworks, and tools
• • General knowledge and experience gained during engagements
• • Templates, processes, and proprietary methodologies
• • Our website content, branding, and marketing materials

Third-Party Materials

Any third-party software, tools, or materials used in our services remain the property of their respective owners. Clients may need separate licenses for continued use of such materials.

Payment Terms and Billing

Fees and Invoicing

• • Fee structures are specified in individual service agreements (hourly, fixed-fee, retainer, or success-based)
• • Invoices are typically issued monthly or according to milestone completion
• • Payment is due within 30 days of invoice date unless otherwise specified
• • All fees are exclusive of applicable federal, state, and local taxes
• • Clients are responsible for reimbursing pre-approved expenses

Late Payment

Late payments may incur interest charges at the rate of 1.5% per month (or the maximum rate permitted by law, whichever is lower) on the outstanding balance. We reserve the right to suspend services for accounts more than 30 days overdue until payment is received.

Deposits and Retainers

Certain engagements may require an upfront deposit or retainer before work begins. Deposit amounts and terms are specified in individual service agreements.

Warranties and Disclaimers

Limited Warranty

We warrant that our services will be performed in a professional and workmanlike manner consistent with industry standards. If any services fail to conform to this warranty, we will re-perform such services at no additional charge.

Disclaimer of Warranties

EXCEPT AS EXPRESSLY PROVIDED IN A WRITTEN SERVICE AGREEMENT:

• • WE MAKE NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE
• • WE DO NOT GUARANTEE SPECIFIC BUSINESS OUTCOMES OR FINANCIAL RESULTS
• • OUR WEBSITE AND CONTENT ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND
• • WE DO NOT WARRANT THAT OUR WEBSITE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE

No Professional Advice

Information on our website is for general informational purposes only and does not constitute professional advice. Formal consulting advice is provided only through written service agreements. You should not rely on website content as a substitute for professional consulting services.

Limitation of Liability

Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANT CONSULTING'S TOTAL LIABILITY FOR ANY CLAIMS ARISING OUT OF OR RELATED TO OUR SERVICES OR THESE TERMS SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY CLIENT FOR THE SPECIFIC SERVICES GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

Exclusion of Damages

IN NO EVENT SHALL ANT CONSULTING BE LIABLE FOR:

• • INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
• • LOST PROFITS, LOST REVENUE, OR LOST BUSINESS OPPORTUNITIES
• • LOSS OF DATA OR BUSINESS INTERRUPTION
• • COSTS OF PROCUREMENT OF SUBSTITUTE SERVICES
• • DAMAGES ARISING FROM CLIENT'S IMPLEMENTATION OF OUR RECOMMENDATIONS

These limitations apply regardless of the legal theory (contract, tort, negligence, strict liability, or otherwise) and even if we have been advised of the possibility of such damages.

Indemnification

Client Indemnification

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

• • Your use of our website or services
• • Your violation of these Terms
• • Your violation of any third-party rights, including intellectual property rights
• • Any information or materials you provide to us
• • Your implementation of recommendations or deliverables

ANT Indemnification

ANT Consulting will indemnify clients against third-party claims that our original deliverables infringe upon intellectual property rights, provided we are promptly notified and given sole control of the defense. Our obligation does not extend to modifications made by the client or unauthorized use of deliverables.

Confidentiality and Non-Disclosure

Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the course of our engagement. This includes business strategies, financial information, technical data, and any information marked as confidential.

Exceptions

Confidentiality obligations do not apply to information that:

• • Is or becomes publicly available through no breach of this agreement
• • Was rightfully possessed prior to disclosure
• • Is independently developed without use of confidential information
• • Must be disclosed pursuant to legal or regulatory requirements

Duration

Confidentiality obligations survive termination of our relationship and continue for three (3) years from the date of disclosure, or longer as specified in individual service agreements.

Termination

Termination by Client

Clients may terminate consulting engagements according to the terms specified in individual service agreements. Generally, written notice (typically 30 days) is required. Client remains responsible for payment of all services performed and expenses incurred up to the termination date.

Termination by ANT Consulting

We may terminate or suspend services immediately if:

• • Client fails to pay undisputed invoices within 30 days of due date
• • Client breaches confidentiality obligations
• • Client engages in illegal, unethical, or harmful conduct
• • Continuation of services would violate professional standards
• • Client materially breaches the service agreement

Effect of Termination

Upon termination:

• • All outstanding invoices become immediately due and payable
• • We will deliver work completed to date in its current state
• • Each party will return or destroy confidential information of the other party
• • Provisions regarding confidentiality, indemnification, limitation of liability, and dispute resolution survive termination

Dispute Resolution

Good Faith Negotiation

In the event of any dispute, controversy, or claim arising out of or relating to these Terms or our services, the parties agree to first attempt to resolve the matter through good faith negotiation. Each party will designate a senior representative with authority to resolve the dispute.

Mediation

If negotiations do not resolve the dispute within thirty (30) days, the parties agree to attempt resolution through mediation administered by a mutually agreed-upon mediator or mediation service. Each party will bear its own costs plus an equal share of the mediator's fees.

Arbitration

If mediation fails to resolve the dispute within sixty (60) days, the dispute shall be resolved by binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association. The arbitration shall be conducted in Washington, DC, by a single arbitrator, and judgment on the award may be entered in any court having jurisdiction.

Exceptions

Either party may seek injunctive relief or specific performance in court for breaches of confidentiality, intellectual property infringement, or other matters requiring immediate relief.

Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the District of Columbia, United States, without regard to its conflict of law provisions. Any legal action or proceeding arising under these Terms (other than arbitration) shall be brought exclusively in the federal or state courts located in the District of Columbia, and the parties hereby consent to the personal jurisdiction and venue therein.

The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

General Provisions

Entire Agreement

These Terms, together with any written service agreements, constitute the entire agreement between the parties regarding the subject matter herein and supersede all prior or contemporaneous communications and proposals, whether oral or written. No modification or amendment to these Terms shall be effective unless in writing and signed by authorized representatives of both parties.

Severability

If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect and enforceable.

Force Majeure

Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials ("Force Majeure Event"). The affected party shall notify the other party promptly and shall use reasonable efforts to minimize the impact of the Force Majeure Event.

Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of our assets, or to any affiliate or subsidiary.

Waiver

No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition. Our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

Independent Contractors

The relationship between ANT Consulting and clients is that of independent contractors. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship. Neither party has authority to bind the other or incur obligations on behalf of the other.

Third-Party Beneficiaries

These Terms are for the benefit of the parties hereto and their respective successors and permitted assigns, and nothing herein shall give or be construed to give any person or entity, other than the parties hereto, any legal or equitable right, remedy, or claim under or in respect of these Terms.

Notices

All notices under these Terms shall be in writing and delivered via email to hello@ant312.com (for ANT Consulting) or to the email address provided by the client. Notices are deemed received when sent, provided that a confirmation of delivery is received.

Changes to These Terms

We reserve the right to modify these Terms at any time. We will notify clients of material changes by:

• • Posting the updated Terms on this page with a new "Last Updated" date
• • Sending email notification to active clients
• • Displaying a prominent notice on our website

Changes become effective upon posting unless otherwise specified. Your continued use of our services after changes are posted constitutes acceptance of the modified Terms. If you do not agree to the modified Terms, you should discontinue use of our services and notify us of termination.

Existing service agreements remain governed by the Terms in effect at the time the agreement was executed, unless both parties agree in writing to adopt modified Terms.