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Terms & Conditions

Last updated: June 2026

1. Acceptance of Terms

By engaging Parchemin Consulting ("Company", "we", "us", "our") for any consulting services, or by accessing our website at parcheminconsulting.com, you ("Client", "you") agree to be bound by these Terms & Conditions. If you do not agree with any part of these terms, you may not use our services or access our website.

2. Services

Parchemin Consulting, headquartered in Houston, Texas, provides professional consulting services in the following areas:

  • Cybersecurity assessment and advisory
  • Governance, Risk & Compliance (GRC)
  • Cloud infrastructure audit and optimization
  • Website creation and digital presence

The specific scope, deliverables, timelines, and fees for each engagement are defined in a separate Statement of Work (SOW) or consulting agreement signed by both parties. Nothing in these Terms creates an obligation for the Company to accept any particular engagement.

3. Independent Contractor

Parchemin Consulting operates as an independent contractor. Nothing in these Terms or any SOW shall be construed to create an employment, partnership, joint venture, or agency relationship between the parties. The Company retains full discretion over the manner and means of performing services, subject to the agreed deliverables.

4. Fees and Payment

All fees are set out in the applicable SOW or invoice. Unless otherwise agreed in writing:

  • Invoices are due within 30 days of issuance.
  • Late payments accrue interest at 1.5% per month (18% per annum).
  • Project-based engagements may require a deposit before work commences.
  • The Company reserves the right to suspend services for accounts overdue by more than 15 days.
  • All fees are stated in US Dollars (USD) unless expressly agreed otherwise.
  • The Client is responsible for any applicable sales, use, or similar taxes.

5. Intellectual Property

Upon receipt of full payment for a given project, all custom deliverables created specifically for the Client become the sole property of the Client. The Company retains all rights to pre-existing tools, frameworks, templates, methodologies, know-how, and proprietary processes used in the performance of services. The Company may reference the engagement for portfolio or marketing purposes unless the Client requests otherwise in writing.

6. Confidentiality

Both parties agree to hold in strict confidence any proprietary, sensitive, or business information disclosed during the engagement ("Confidential Information"). Neither party shall disclose Confidential Information to third parties without prior written consent, except as required by law or regulation. This obligation survives termination of the agreement for a period of three (3) years. Confidential Information does not include information that is publicly available, independently developed, or disclosed by a third party without restriction.

7. Warranties and Representations

THE COMPANY PROVIDES SERVICES ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. The Company does not warrant that its services will be error-free, uninterrupted, or that results will meet any specific requirement not expressly stated in the applicable SOW.

8. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PARCHEMIN CONSULTING BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE COMPANY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR ANY SOW SHALL NOT EXCEED THE TOTAL FEES PAID BY THE CLIENT TO THE COMPANY IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE CLAIM.

9. Indemnification

The Client agrees to indemnify, defend, and hold harmless Parchemin Consulting and its officers, employees, agents, and contractors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) the Client's use of the Company's services or deliverables; (b) the Client's violation of these Terms; (c) any third-party claim related to the Client's business, data, or systems; or (d) the Client's violation of any applicable law or regulation.

10. Termination

Either party may terminate an engagement upon 30 days written notice. The Company may terminate immediately upon the Client's material breach or failure to pay. Upon termination, the Client is responsible for fees corresponding to all work completed and expenses incurred up to the termination date. Any provisions that by their nature should survive termination — including confidentiality, intellectual property, limitation of liability, and indemnification — shall survive.

11. Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations if such delay or failure is caused by circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, government actions, cyberattacks, pandemics, or telecommunications failures. The affected party shall provide prompt written notice and use reasonable efforts to resume performance.

12. Dispute Resolution

The parties agree to attempt to resolve any dispute through good-faith negotiation before initiating formal proceedings. If a dispute cannot be resolved within 30 days, the parties agree to submit to binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, with the arbitration taking place in Houston, Texas. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction.

13. Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Texas, United States, without regard to its conflict of law provisions. For any matter not subject to arbitration, the parties consent to the exclusive jurisdiction of the state and federal courts located in Harris County, Texas.

14. Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

15. Entire Agreement

These Terms, together with any applicable SOW or engagement letter, constitute the entire agreement between the parties with respect to their subject matter and supersede all prior and contemporaneous agreements, understandings, or representations. No amendment to these Terms is effective unless made in writing and signed by both parties.

16. Changes to These Terms

We reserve the right to update these Terms at any time. Material changes will be communicated to active clients with at least 14 days' notice. Continued use of our services after such changes constitutes acceptance of the revised Terms.

17. Contact

For questions about these Terms, contact us at [email protected]. Parchemin Consulting — Houston, Texas, USA.