Terms & Conditions

1.Definitions

In these Terms and Conditions, the following definitions apply:

• "Service" or "Services" refers to the business consulting services provided by Dravino, including but not limited to corporate social responsibility strategy, shared services design, and wealth management firm advisory.
• "Client" or "You" refers to the individual or organization engaging Dravino for consulting services.
• "We," "Us," or "Our" refers to Dravino, a business consulting firm operating in Hong Kong.
• "Engagement" refers to the formal consulting arrangement between Dravino and the Client, governed by an engagement letter or statement of work.
• "Deliverables" refers to the consulting outputs, reports, frameworks, and other materials produced during an engagement.
• "Agreement" refers to these Terms and Conditions together with any engagement letter or statement of work.

2.Acceptance of Terms

By engaging our consulting services, contacting us for information, or using our website, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.

These terms constitute a legally binding agreement between you and Dravino. If you do not agree to these terms, you should not engage our services or use our website.

You represent that you have the legal capacity and authority to enter into this agreement on behalf of yourself or your organization. If acting on behalf of an organization, you warrant that you have proper authorization to bind that organization to these terms.

3.Service Description

Dravino provides professional business consulting services focused on three core areas:

• Corporate Social Responsibility Strategy: Helping organizations develop strategic approaches to CSR that create shared value
• Shared Services & Center of Excellence Design: Assisting organizations in optimizing service delivery through consolidation and governance design
• Wealth Management Firm Advisory: Supporting wealth management firms and family offices in strategic positioning and operational enhancement

Specific service scope, deliverables, timeline, and fees for each engagement are defined in individual engagement letters or statements of work. These documents form part of the Agreement and should be read in conjunction with these Terms and Conditions.

Services are provided subject to availability. We reserve the right to decline engagements where conflicts of interest exist or where we determine we cannot deliver appropriate value.

4.Client Responsibilities

To facilitate effective service delivery, Clients agree to:

• Provide timely access to relevant personnel, information, and organizational resources necessary for the engagement
• Designate a primary point of contact with appropriate authority to make decisions regarding the engagement
• Respond to requests for information, feedback, and approvals within agreed timeframes
• Provide accurate and complete information relevant to the consulting engagement
• Participate in scheduled meetings, workshops, and collaborative sessions
• Review deliverables promptly and provide constructive feedback
• Maintain confidentiality of proprietary methodologies and work product shared by Dravino

Delays caused by Client failure to fulfill these responsibilities may result in timeline extensions or additional fees as specified in the engagement agreement.

5.Intellectual Property Rights

Dravino's Intellectual Property

All methodologies, frameworks, templates, tools, and general consulting approaches used by Dravino remain our exclusive intellectual property. This includes but is not limited to:

• Proprietary assessment frameworks and analytical methodologies
• Generic templates and tools adapted for client use
• Pre-existing intellectual property incorporated into deliverables

Client License

Upon full payment of fees, Clients receive a non-exclusive, non-transferable license to use deliverables created specifically for their engagement. This license permits:

• Internal use within the Client organization for business purposes
• Implementation of recommendations and frameworks
• Modification of deliverables for internal application

Restrictions

Clients may not:

• Resell, redistribute, or commercialize Dravino's methodologies or deliverables
• Use deliverables to provide consulting services to third parties
• Remove or modify copyright notices or proprietary markings
• Reverse engineer proprietary methodologies or analytical approaches

Client Data and Information

Clients retain all intellectual property rights in their pre-existing data, information, and materials provided to Dravino. We acquire no ownership rights in Client information, though we may use anonymized, aggregated insights to improve our methodologies.

6.Payment Terms

Fees and Pricing

Consulting fees are specified in individual engagement letters. Our standard pricing structure uses fixed-fee engagements for defined scope. All fees are quoted in Hong Kong Dollars (HKD) unless otherwise specified.

Payment Schedule

Standard payment terms are:

• 50% deposit upon engagement commencement
• 50% upon delivery of final deliverables

Alternative payment schedules may be arranged for extended engagements and will be specified in the engagement letter.

Late Payment

Invoices are payable within 30 days of issue. Late payments may incur interest charges of 1.5% per month on the outstanding balance. We reserve the right to suspend service delivery for accounts more than 30 days overdue.

Scope Changes

Requests for significant scope expansion beyond the original engagement agreement will be documented in writing and may result in additional fees. We will provide written notice and obtain Client approval before proceeding with any scope changes that affect pricing.

7.Confidentiality

Both parties agree to maintain strict confidentiality regarding information disclosed during the engagement:

Dravino's Obligations

• We will protect all Client information with appropriate security measures
• We will not disclose Client information to third parties without written consent
• We will limit internal access to Client information on a need-to-know basis
• We will not use Client information for purposes beyond the engagement scope

Exceptions

Confidentiality obligations do not apply to information that:

• Is publicly available through no breach of this agreement
• Was already known to the receiving party prior to disclosure
• Is independently developed without use of confidential information
• Must be disclosed pursuant to legal or regulatory requirements

Duration

Confidentiality obligations survive engagement termination and remain in effect for a period of five years following engagement conclusion.

8.Disclaimers

While we strive to provide high-quality consulting services, Clients acknowledge the following:

Nature of Consulting Advice

Our recommendations represent professional opinions based on information available at the time of engagement. We do not provide legal, accounting, or investment advice. Clients should consult appropriate professionals for such matters.

No Guarantees

We do not provide assurances regarding specific business outcomes, financial results, or implementation success. Actual results depend on numerous factors beyond our control, including Client implementation decisions and changing market conditions.

Information Accuracy

Our work depends on information provided by Clients. We are not responsible for recommendations based on incomplete, inaccurate, or misleading Client information.

9.Limitation of Liability

To the maximum extent permitted by Hong Kong law:

• Our total liability for any claim arising from an engagement shall not exceed the fees paid for that specific engagement
• We are not liable for indirect, consequential, incidental, or special damages, including lost profits or business opportunities
• We are not liable for damages resulting from Client implementation decisions or failure to implement recommendations
• Claims must be brought within one year of the circumstances giving rise to the claim

These limitations apply regardless of whether liability arises in contract, tort, negligence, or otherwise.

Nothing in these terms excludes or limits liability for fraud, willful misconduct, or matters that cannot be excluded or limited under applicable law.

10.Termination

Termination by Either Party

Either party may terminate an engagement with 30 days written notice. Upon termination:

• Client shall pay for all work completed through the termination date
• Dravino will deliver all work products completed through termination
• Both parties remain bound by confidentiality obligations

Termination for Cause

Either party may terminate immediately for material breach if the breach is not cured within 15 days of written notice. Material breaches include failure to pay fees when due or violation of confidentiality obligations.

Effect of Termination

Termination does not affect accrued rights or obligations. Provisions regarding confidentiality, intellectual property, liability, and dispute resolution survive termination.

11.Dispute Resolution

Governing Law

These Terms and Conditions are governed by the laws of the Hong Kong Special Administrative Region. The parties submit to the exclusive jurisdiction of the Hong Kong courts.

Informal Resolution

In the event of any dispute, the parties agree to first attempt resolution through good-faith negotiations between senior representatives of each party.

Mediation

If informal negotiations do not resolve the dispute within 30 days, the parties agree to attempt mediation before pursuing formal legal action. Mediation shall be conducted by a mutually agreed mediator in Hong Kong.

12.General Provisions

Entire Agreement

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

Amendments

We may update these terms periodically. Changes become effective upon posting to our website. Material changes will be communicated to active Clients. Continued engagement of our services after changes constitutes acceptance of revised terms.

Severability

If any provision of these terms is found invalid or unenforceable, the remaining provisions continue in full force and effect. Invalid provisions will be modified to achieve the intended economic effect to the extent permitted by law.

Waiver

Failure to enforce any provision does not constitute a waiver of that provision or any other provision. Waivers must be in writing to be effective.

Assignment

Clients may not assign or transfer their rights or obligations under these terms without our prior written consent. We may assign our rights and obligations to affiliated entities or in connection with a business transfer.

Notices

All notices under these terms must be in writing and sent to the addresses specified in the engagement agreement. Notices are deemed received when delivered personally, three business days after mailing, or one business day after email transmission with confirmation.

13.Contact Information

For questions regarding these Terms and Conditions, please contact: