Legal
Terms & Conditions
The terms below apply to all engagements with Kirnwell Consulting. Your specific scope, fees, and timelines are set out in a separate written agreement.
Effective date: August 28, 2026
1Agreement
These Terms & Conditions govern the services provided by Kirnwell Consulting (“Kirnwell”, “we”, “us”) to you (the “Client”). By engaging our services you agree to these terms. The full scope, fees, currency, and timelines for any engagement are set out in a separate written agreement, which prevails over these terms where the two differ.
2Scope of Services
Kirnwell provides consulting and advisory services which may include brand positioning and identity, AI systems and integration, paid media and growth, and retained strategic advisory. The specific services, deliverables, and milestones for your engagement are defined in your written agreement. Work outside that defined scope is agreed and priced separately before it begins.
3Consultation & Milestones
Every engagement begins with a consultation at no cost, during which scope and milestones are agreed in writing. Work is then carried out in defined milestones, each with a clear deliverable. No payment is required in advance of a milestone being delivered, and we do not take deposits.
4Fees & Payment
An invoice for a milestone is issued only after that milestone has been completed, revised as reasonably required, and approved by the Client. Invoices are payable within the period stated on the invoice. Payments are accepted via Stripe and PayPal. All fees are quoted and charged in Canadian Dollars (CAD) unless the written agreement states otherwise.
5Revisions
Reasonable revisions required to reach the outcome agreed for a milestone are included in the price of that milestone and are not charged as extras. Revisions that materially change the agreed scope constitute new work and are quoted separately before proceeding.
6Refunds & Cancellation
Either party may end an engagement in accordance with the written agreement. If a project cannot be completed, the Client receives a pro rata refund for any milestone that has been paid for but not delivered. Where work has been performed but a milestone has not been reached, that milestone is not charged. Completed and approved milestones are non-refundable.
7Intellectual Property
Upon full payment for the relevant milestone, ownership of the final deliverables produced for that milestone passes to the Client, except for any third-party materials, open-source components, or pre-existing Kirnwell tools and methods, which remain the property of their respective owners and are provided under licence. Kirnwell may reference the engagement and non-confidential deliverables in its portfolio unless otherwise agreed in writing.
8Confidentiality
Each party will keep confidential any non-public information disclosed by the other in the course of an engagement and use it only to perform or receive the services. This obligation survives the end of the engagement.
9Warranties & Disclaimers
Kirnwell will perform its services with reasonable skill and care. Except as expressly stated, services and deliverables are provided without further warranties of any kind, whether express or implied, to the fullest extent permitted by law. We do not guarantee specific commercial results, as outcomes depend on factors outside our control.
10Limitation of Liability
To the fullest extent permitted by law, neither party is liable for indirect, incidental, or consequential losses. Kirnwell’s total aggregate liability arising out of or in connection with an engagement, whether in contract, tort, or otherwise, is limited to the total fees paid by the Client to Kirnwell for that engagement in the twelve (12) months preceding the event giving rise to the claim.
11Governing Law
These Terms & Conditions and any engagement are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein. The parties submit to the exclusive jurisdiction of the courts of Ontario.
12Changes to These Terms
Kirnwell may update these Terms & Conditions from time to time. The version in effect at the start of your engagement, together with your written agreement, governs that engagement. Material changes will be reflected by an updated effective date below.
13Contact
Questions about these terms can be sent to info@kirnwell.ca, or by post to 40 Minnock St, Caledon, ON L7C 4K9.