TERMS & CONDITIONS

ONYX MANAGEMENT GROUP LLC

1. ACCEPTANCE OF TERMS

By accessing, browsing, or using any services provided by Onyx Management Group LLC ("Company," "we," "us," or "our"), you acknowledge that you have read, understood, and agree to be bound by these Terms & Conditions ("Terms"). If you do not agree to these Terms in their entirety, you must not access or use our services.

These Terms constitute a legally binding agreement between you and Onyx Management Group LLC. If you are entering into this agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms.

2. SERVICES PROVIDED

Onyx Management Group LLC provides professional management and business consulting services. Our services may include, but are not limited to:

Business management consulting

Strategic planning and development

Operational management services

Project management

Other professional services as agreed upon

We reserve the right to modify, suspend, or discontinue any aspect of our services at any time, with or without notice, at our sole discretion.

3. USER ELIGIBILITY AND RESPONSIBILITIES

3.1 Eligibility

Our services are available only to businesses and individuals who can form legally binding contracts under applicable law. By using our services, you represent and warrant that you are at least 18 years of age and have the legal capacity to enter into this agreement.

3.2 User Responsibilities

You agree to:

Provide accurate, current, and complete information as required

Maintain the confidentiality of any account credentials

Promptly notify us of any unauthorized access or security breaches

Use our services only for lawful business purposes

Comply with all applicable local, state, federal, and international laws and regulations

4. ENGAGEMENT AND PAYMENT TERMS

4.1 Service Agreements

Specific services will be outlined in separate service agreements or statements of work, which will detail the scope, deliverables, timelines, and fees associated with each engagement.

4.2 Payment Terms

All fees are due according to the payment schedule specified in your service agreement

Late payments may be subject to interest charges at the rate of 1.5% per month or the maximum rate permitted by law, whichever is less

Client is responsible for all costs of collection, including reasonable attorneys' fees

Unless otherwise specified in writing, all fees are non-refundable

4.3 Taxes

All fees are exclusive of taxes. You are responsible for all applicable taxes, levies, or duties imposed by any taxing authority, except for taxes based on our net income.

5. CONFIDENTIALITY

Both parties acknowledge that they may have access to confidential information. Each party agrees to:

Maintain the confidentiality of all proprietary information received

Use such information solely for the purposes of the business relationship

Not disclose confidential information to third parties without prior written consent

Return or destroy all confidential information upon termination of services

This confidentiality obligation shall survive the termination of these Terms for a period of five (5) years.

6. INTELLECTUAL PROPERTY RIGHTS

6.1 Company Property

All materials, methodologies, processes, and intellectual property developed by Onyx Management Group LLC remain our exclusive property unless otherwise agreed in writing.

6.2 Client Property

You retain all rights to your pre-existing intellectual property. You grant us a limited, non-exclusive license to use your intellectual property solely to the extent necessary to provide our services.

6.3 Work Product

Unless otherwise specified in a service agreement, all work product created specifically for you shall become your property upon full payment of all fees.

7. REPRESENTATIONS AND WARRANTIES

7.1 Mutual Warranties

Each party represents and warrants that:

It has full corporate right, power, and authority to enter into this agreement

The execution of this agreement has been duly authorized

This agreement constitutes a legal, valid, and binding obligation

7.2 Service Warranty

We warrant that our services will be performed in a professional and workmanlike manner consistent with industry standards. This is our sole warranty, and we disclaim all other warranties, express or implied.

8. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

Our total liability for any claims arising from or related to these Terms or our services shall not exceed the total fees paid by you in the twelve (12) months preceding the claim

Neither party shall be liable for any indirect, incidental, special, consequential, or punitive damages

Neither party shall be liable for any loss of profits, revenue, data, or business opportunities

These limitations apply regardless of the theory of liability and whether or not the party has been advised of the possibility of such damages.

9. INDEMNIFICATION

You agree to defend, indemnify, and hold harmless Onyx Management Group LLC, its members, officers, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

Your breach of these Terms

Your violation of any law or the rights of any third party

Any content or information you provide to us

Your use of our services in any unauthorized manner

10. TERM AND TERMINATION

10.1 Term

These Terms commence upon your first use of our services and continue until terminated.

10.2 Termination

Either party may terminate these Terms:

For convenience, upon thirty (30) days written notice

Immediately upon written notice if the other party materially breaches these Terms and fails to cure such breach within ten (10) days of notice

10.3 Effect of Termination

Upon termination:

All fees due become immediately payable

Each party shall return or destroy the other party's confidential information

Sections relating to payment, confidentiality, intellectual property, limitation of liability, indemnification, and dispute resolution shall survive

11. DISPUTE RESOLUTION

11.1 Negotiation

The parties shall first attempt to resolve any disputes through good faith negotiation.

11.2 Arbitration

If negotiation fails, any dispute shall be resolved through binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association. The arbitration shall be conducted in Charleston, South Carolina.

11.3 Exceptions

Either party may seek injunctive relief in court for violations of confidentiality or intellectual property rights.

12. GENERAL PROVISIONS

12.1 Governing Law

These Terms shall be governed by the laws of the State of South Carolina, without regard to its conflict of law provisions.

12.2 Entire Agreement

These Terms, together with any service agreements, constitute the entire agreement between the parties and supersede all prior understandings.

12.3 Amendments

These Terms may only be amended in writing signed by both parties, except that we may update these Terms by posting revised versions on our website with notice to you.

12.4 Severability

If any provision is found to be unenforceable, the remainder of these Terms shall continue in full force and effect.

12.5 Force Majeure

Neither party shall be liable for delays or failures in performance resulting from circumstances beyond their reasonable control.

12.6 Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms without restriction.

12.7 Notices

All notices shall be in writing and delivered to the addresses below:

To Onyx Management Group LLC: 6650 Rivers Ave, Suite 100 Charleston, SC 29406 Email: [email protected]

To Client: Address provided in service agreement

13. CONTACT INFORMATION

For questions about these Terms & Conditions, please contact:

ONYX MANAGEMENT GROUP LLC 6650 Rivers Ave, Suite 100 Charleston, SC 29406 Phone: 740-974-5675 Email: [email protected] EIN: 61-2259162

By using our services, you acknowledge that you have read, understood, and agree to be bound by these Terms & Conditions.