Terms & Conditions

1. Definitions

In these Terms and Conditions:

• "Agreement" refers to these Terms and Conditions and any separate engagement letter or service agreement we enter into with you.
• "Services" refers to the consulting services provided by Mosaic Consulting, including but not limited to portfolio strategy advisory, alliance management consultation, and scenario planning workshops.
• "We," "Our," or "Us" refers to Mosaic Consulting, a business consulting firm based in Hong Kong.
• "You" or "Client" refers to the individual or organisation engaging our services or using our website.
• "Website" refers to our website at mosaicens.info.
• "Content" refers to all text, images, data, information, and other materials on our website or provided through our services.
• "Deliverables" refers to reports, analyses, frameworks, presentations, and other materials we produce as part of our services.

2. Acceptance of Terms

By accessing our website or engaging our services, you agree to be bound by these Terms and Conditions. If you do not agree with any part of these terms, please do not use our website or services.

These Terms and Conditions apply to all visitors, users, and clients. We reserve the right to modify these terms at any time, and such modifications will be effective immediately upon posting to our website.

By engaging our consulting services, you represent that you are at least 18 years of age and have the legal authority to enter into this agreement on behalf of yourself or your organisation.

3. Service Description

Mosaic Consulting provides business consulting services to organisations in Hong Kong and the surrounding region. Our services include:

• Portfolio Strategy Advisory: Guidance on managing collections of business units, products, or initiatives as a coherent portfolio
• Alliance Management Consultation: Support for developing and maintaining productive alliance relationships
• Scenario Planning Workshop: Facilitated sessions exploring multiple possible futures and their strategic implications

Specific services, scope, timeline, and fees will be documented in a separate engagement letter or service agreement before work commences.

4. Engagement Process

4.1 Initial Consultation

We typically begin with an exploratory conversation to understand your situation and determine whether our services may be helpful. This initial consultation is provided without obligation.

4.2 Proposal and Agreement

If we determine there is a good fit, we will provide a written proposal or engagement letter outlining the scope of work, deliverables, timeline, and fees. Services will only commence upon your written acceptance of this proposal.

4.3 Changes to Scope

Any changes to the agreed scope of work must be documented in writing and may result in adjustments to fees and timelines.

5. Fees and Payment

5.1 Fee Structure

Our fees are quoted in Hong Kong Dollars (HKD) and are based on the scope of work outlined in the engagement letter. We typically work on a fixed-fee basis for defined engagements.

5.2 Payment Terms

Unless otherwise agreed in writing, payments are due as follows: 50% deposit upon acceptance of the engagement letter, with the remaining 50% due upon completion of the engagement. Payment is due within 14 days of invoice date.

5.3 Late Payment

Overdue payments may be subject to interest at a rate of 2% per month. We reserve the right to suspend work on any engagement where payments are significantly overdue.

5.4 Expenses

Fees do not include out-of-pocket expenses such as travel, accommodation, or third-party materials unless specifically stated. Any such expenses will be agreed in advance and invoiced at cost.

6. Client Responsibilities

To enable us to deliver effective services, you agree to:

• Provide accurate, complete, and timely information relevant to the engagement
• Make appropriate personnel available for meetings and interviews as reasonably required
• Provide timely feedback on deliverables and draft materials
• Ensure you have authority to share information provided to us
• Notify us promptly of any changes that may affect the engagement
• Make payments in accordance with agreed terms

7. Intellectual Property

7.1 Our Intellectual Property

All methodologies, frameworks, tools, templates, and proprietary approaches developed by Mosaic Consulting remain our intellectual property. We grant you a limited, non-exclusive, non-transferable licence to use these materials for your internal business purposes only.

7.2 Deliverables

Upon full payment, you will own the specific deliverables created for your engagement. However, we retain the right to use general knowledge, skills, and experience gained during the engagement, including non-confidential methodologies and insights.

7.3 Your Intellectual Property

You retain ownership of any intellectual property you provide to us. You grant us a limited licence to use such materials solely for the purpose of delivering our services.

8. Confidentiality

8.1 Our Obligations

We will treat all information you provide as confidential and will not disclose it to third parties without your consent, except where required by law or with your prior written approval.

8.2 Your Obligations

You agree to keep our proprietary methodologies, fee structures, and any confidential business information we share with you confidential.

8.3 Exceptions

Confidentiality obligations do not apply to information that is publicly available, was known to the receiving party before disclosure, is independently developed, or is required to be disclosed by law.

9. Limitation of Liability

9.1 Nature of Advisory Services

Our services are advisory in nature. We provide frameworks, analysis, and recommendations to support your decision-making, but ultimate responsibility for business decisions rests with you. We do not provide assurance of any particular outcome.

9.2 Limitation of Damages

To the maximum extent permitted by law, our total liability for any claims arising from or related to our services shall not exceed the fees actually paid by you for the specific engagement giving rise to the claim.

9.3 Exclusion of Consequential Damages

We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, lost revenue, or lost business opportunities, regardless of the cause of action.

9.4 Time Limitation

Any claim relating to our services must be brought within one year of the completion of the relevant engagement.

10. Indemnification

You agree to indemnify and hold harmless Mosaic Consulting and its directors, employees, and agents from any claims, damages, losses, or expenses arising from: (a) your breach of these terms; (b) your misuse of our services or deliverables; or (c) your violation of any third-party rights.

11. Termination

11.1 Termination by Either Party

Either party may terminate an engagement with 14 days' written notice. Upon termination, you are responsible for payment of fees for services rendered up to the termination date.

11.2 Termination for Cause

Either party may terminate immediately if the other party materially breaches these terms and fails to cure such breach within 7 days of written notice.

11.3 Effects of Termination

Upon termination, we will deliver any work-in-progress for which payment has been received. Provisions relating to confidentiality, intellectual property, limitation of liability, and dispute resolution shall survive termination.

12. Website Terms

12.1 Website Use

You may use our website for lawful purposes only. You agree not to use our website in any way that could damage, disable, or impair the website or interfere with other users' enjoyment.

12.2 Website Content

Content on our website is provided for general information purposes and does not constitute professional advice. While we strive for accuracy, we do not warrant that website content is complete, accurate, or up-to-date.

12.3 Third-Party Links

Our website may contain links to third-party websites. We are not responsible for the content or practices of these external sites.

13. Disclaimers

Our services and website are provided "as is" without warranties of any kind, whether express or implied. We specifically disclaim any implied warranties of merchantability, fitness for a particular purpose, or non-infringement.

Our advice is based on information available to us and assumptions stated in our deliverables. We are not responsible for the accuracy of information provided by you or third parties.

14. Force Majeure

Neither party shall be liable for failure or delay in performing obligations due to circumstances beyond reasonable control, including natural disasters, war, terrorism, government actions, or significant disruptions to technology or communication systems.

15. Dispute Resolution

15.1 Informal Resolution

Before initiating formal proceedings, both parties agree to attempt to resolve disputes through good-faith negotiation.

15.2 Mediation

If informal resolution is unsuccessful, the parties agree to attempt mediation administered by the Hong Kong Mediation Centre before pursuing arbitration or litigation.

15.3 Governing Law

These Terms and Conditions shall be governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region. The courts of Hong Kong shall have exclusive jurisdiction over any disputes.

16. General Provisions

16.1 Entire Agreement

These Terms and Conditions, together with any engagement letter, constitute the entire agreement between the parties and supersede all prior negotiations and agreements.

16.2 Severability

If any provision of these terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

16.3 Waiver

Failure to enforce any provision of these terms shall not constitute a waiver of such provision or any other provision.

16.4 Assignment

You may not assign your rights or obligations under these terms without our prior written consent.

16.5 Notices

Notices under these terms shall be in writing and delivered by email or registered mail to the addresses provided by each party.

17. Changes to Terms

We reserve the right to modify these Terms and Conditions at any time. Changes will be posted on our website and will be effective immediately. For active engagements, the terms in effect at the time of the engagement letter shall govern unless both parties agree in writing to new terms.

18. Contact Information

For questions about these Terms and Conditions, please contact us:

Mosaic Consulting
Unit 1106, 11/F, Bank of America Tower
12 Harcourt Road, Central
Hong Kong

Email: [email protected]
Phone: +852 2574 8362