Terms & Conditions

Braintu Advisory is the consulting practice of Braintu. A Client engages Braintu under a signed commercial proposal or services agreement (the "Engagement Agreement") for a defined project (the "Engagement"). The Portal is where that Engagement runs: its plan and calendar, the reference documents it was sold on, and, as modules become available, the AI-driven diagnostic, its evidence and its deliverables. The Portal is multi-tenant: each Client is an organization, each Engagement is a workspace within it, and people belong to organizations with a role of owner, admin, or member.

The Engagement Agreement prevails. Scope, fees, deliverables, timelines and any service levels are set exclusively by the Engagement Agreement. These Terms govern the Portal itself. In case of conflict, the Engagement Agreement controls for the Engagement and these Terms control for the use of the Portal.

The Portal is for organizations that have engaged Braintu and their authorized adult staff. You must be at least 18 years old to hold an account, and you represent that you have the authority to bind the Client you act for. Sign-in is passwordless: you authenticate with a one-time code sent to your email address, or with Google or Microsoft sign-in. You are responsible for maintaining control of your email account and sign-in methods, for the accuracy of the information you provide, and for all activity under your account. Notify us promptly at the contact address below if you suspect unauthorized access.

Braintu's consultants administer the Engagement workspace: they set the plan, file the reference documents and publish the deliverables. The Client's sponsors and staff join as members and read everything the Engagement holds. Owners and admins of a Client organization control who belongs to it and can invite or remove people; the Client is responsible for the people it admits and for keeping its membership current.

Everything the Client provides for the Engagement, and everything the Engagement produces about the Client (answers gathered from its team, findings from its code and documentation, diagnostics, plans, reports), is Client Data. As between the parties, the Client owns its Client Data. The Client grants Braintu a license to host, process and display Client Data as needed to run the Engagement and operate the Portal, and to use it, in aggregated or de-identified form that identifies neither the Client nor any individual, to improve the practice's methods.

Personal information of the Client's people. Where the Engagement gathers information from the Client's employees (for example, through AI-assisted interviews), the Client is the data controller for that information and Braintu acts as its processor: we process it only to deliver the Engagement, under the Client's instructions, and we treat individual answers as confidential to the Engagement. Findings are reported in aggregate and without attribution unless the Engagement Agreement says otherwise. The Client is responsible for the lawful basis and the notices its people require.

Confidentiality. Each party keeps the other's non-public information confidential and uses it only for the Engagement, subject to any confidentiality agreement between the parties, which prevails.

You agree to use the Portal only for the Engagement and in compliance with applicable law. You will not:

• access or attempt to access another organization's data, or probe, scan or test the vulnerability of the Portal without written authorization;
• upload material you have no right to share, or content that is unlawful, infringing or malicious;
• interfere with the Portal's operation or circumvent its security or access controls;
• share your sign-in with others or let a person access the Portal under your identity.

Parts of the Engagement are delivered with the help of AI: interviews conducted by an AI agent, analysis of code and documentation, drafts of findings and plans. AI output is reviewed by Braintu's consultants before it becomes a deliverable, but AI can be wrong, and interim material visible in the Portal may not yet have been reviewed. Deliverables are professional opinions to support the Client's decisions; the decisions and their consequences remain the Client's. Where the Engagement uses third-party AI platforms, their consumption costs are borne as the Engagement Agreement states.

The Portal, its software, methods, templates, question banks and know-how belong to Braintu and its licensors and are protected by intellectual-property law. Deliverables are licensed to the Client for its internal use as the Engagement Agreement states; Braintu keeps the right to reuse its general methods, frameworks and know-how, provided no Client Data is disclosed. Nothing in these Terms transfers ownership of the Portal or of Braintu's methods to the Client.

The Portal runs on third-party infrastructure and connects to services such as sign-in providers and AI platforms. Their availability and terms are outside our control, and your use of a third-party service is subject to that provider's terms.

We work to keep the Portal available and evolve it continuously, which means features may be added, changed or retired. We may suspend access for maintenance, security or legal reasons, and we will give reasonable notice where practicable. Any service levels are those in the Engagement Agreement.

To the maximum extent permitted by law, the Portal is provided "as is" and "as available", without warranties of any kind beyond those expressly stated in the Engagement Agreement. To the maximum extent permitted by law, Braintu is not liable for indirect, incidental, special, consequential or punitive damages, or for loss of profits, revenue, data or goodwill, arising from the use of the Portal, and our aggregate liability for claims relating to the Portal is limited to the fees the Client paid Braintu for the Engagement in the twelve months before the claim, unless the Engagement Agreement sets a different limit, in which case it prevails.

These Terms apply while you use the Portal. Access to an Engagement workspace continues for the period the Engagement Agreement provides; afterwards we may archive or delete the workspace after giving the Client reasonable notice and an opportunity to export its deliverables. We may suspend or terminate access for a material breach of these Terms. Sections that by their nature should survive (data, confidentiality, intellectual property, liability, governing law) survive termination.

These Terms are governed by the laws of the State of Delaware, USA, without regard to its conflict-of-laws rules, and disputes are subject to the exclusive jurisdiction of the state and federal courts located in Delaware, unless the Engagement Agreement provides otherwise, in which case its governing-law and dispute clauses prevail. Where the Client is established in Colombia or in another jurisdiction whose mandatory law grants rights that cannot be waived, those rights are not affected.

We may update these Terms from time to time. We will post the updated version on the Portal with a new effective date and, for material changes, notify the Client's owners by email. Continued use after the effective date constitutes acceptance.