Terms of Service

These Terms of Service constitute a legally binding agreement between you, the client or website user ("Client," "you," or "your"), and TMM Control ("we," "us," or "our"), a business consulting firm operating from 4775 Walnut St, Boulder, CO 80301. These terms apply to all interactions with TMM Control, including but not limited to access to our website, submission of inquiry forms, participation in diagnostic conversations, entry into project agreements, and receipt of any consulting deliverables.

Your use of our website or engagement of our services constitutes full acceptance of these Terms of Service. If you are accepting these terms on behalf of a company, organization, or other legal entity, you represent and warrant that you have the legal authority to bind such entity to these terms. If you do not have such authority or do not agree with these terms, you must not access our services or website.

These terms apply globally to all users of our website and to all clients engaged in consulting services, regardless of the jurisdiction from which the engagement originates. Specific project agreements or statements of work may include additional terms that supplement but do not replace these Terms of Service unless explicitly stated in writing.

TMM Control reserves the right to update, modify, or replace these Terms of Service at any time. Continued use of our website or services after any such changes constitutes acceptance of the updated terms. We encourage you to review these terms periodically to stay informed of any modifications.

TMM Control provides professional business consulting services to organizations of varying sizes across multiple industries. Our services are advisory and analytical in nature and are designed to help client organizations improve their operational structures, financial controls, compliance postures, and management decision-making capabilities.

Our core service offerings include the following disciplines:

• Operational and Process Optimization: Systematic analysis, mapping, and redesign of business processes to eliminate inefficiencies, reduce cycle times, and improve throughput across organizational functions.
• Internal Controls and Compliance Advisory: Assessment and design of internal control frameworks aligned with recognized standards, including identification of control gaps and development of remediation plans.
• Management Reporting and KPI Dashboard Setup: Development of management reporting architectures, key performance indicator frameworks, and data visualization systems that support informed executive decision-making.
• Risk Assessment and Mitigation Planning: Structured identification, analysis, and prioritization of business risks across operational, financial, regulatory, and strategic dimensions, with accompanying mitigation strategies.
• Financial and Cost Control Consulting: Analysis of cost structures, design of financial control systems, development of budgeting methodologies, and implementation of variance management protocols.

All services provided by TMM Control are advisory in nature. We provide analysis, frameworks, recommendations, and implementation support. The ultimate authority for all business decisions, implementations, and their outcomes rests with the client organization. TMM Control does not assume management responsibility, fiduciary duties, or operational control of client organizations at any stage of engagement.

The scope of services for any specific engagement shall be defined in a mutually agreed Statement of Work, project proposal, or engagement letter. Services not specified in such documentation are not included in the engagement and may require a separate agreement and additional fees.

In order for TMM Control to deliver effective consulting services, the client bears certain obligations that are essential to the success of the engagement. By engaging our services, you agree to the following responsibilities:

• Accurate and Complete Information: You agree to provide TMM Control with accurate, timely, and complete information relevant to the scope of the engagement. This includes financial data, operational records, organizational structures, process documentation, and any other materials we reasonably request. Providing incomplete or misleading information may materially impact the quality and accuracy of our deliverables and relieves TMM Control of liability for resulting outcomes.
• Designated Point of Contact: You agree to designate one or more authorized representatives who have sufficient authority and knowledge to make decisions, provide approvals, and respond to requests from TMM Control within agreed timeframes.
• Timely Cooperation: You agree to cooperate with TMM Control's requests for meetings, interviews, document access, and feedback in a timely manner. Delays caused by the client's failure to cooperate may result in project timeline adjustments and additional fees at the rates specified in the engagement agreement.
• Lawful Use of Deliverables: You agree to use all deliverables, reports, frameworks, and recommendations provided by TMM Control only for lawful purposes and in accordance with applicable laws and regulations.
• No Conflict of Interest Disclosure: You agree to disclose to TMM Control any known conflicts of interest that may affect our ability to provide objective consulting services, including engagements with parties who are competitors, adversaries, or parties with conflicting interests relative to your organization.

You represent and warrant that you have the legal authority to enter into this agreement, that the execution of this agreement does not violate any other obligation to which your organization is bound, and that all information provided to TMM Control in connection with any engagement is to the best of your knowledge accurate and not misleading.

TMM Control follows a structured engagement process designed to ensure clarity, alignment, and accountability from initial inquiry through final delivery. Understanding this process is important for setting appropriate expectations.

The typical engagement process proceeds as follows:

• Initial Inquiry and Diagnostic Conversation: Client submits an inquiry through our website or direct contact. A TMM Control consultant conducts a no-obligation discovery conversation to understand the client's challenge, organizational context, and potential fit.
• Proposal and Scope Definition: Based on the diagnostic conversation, TMM Control prepares a written proposal outlining the scope of work, methodology, deliverables, timeline, team composition, and fee structure.
• Agreement Execution: Upon client acceptance of the proposal, a formal engagement letter or Statement of Work is executed by both parties. Work commences only after receipt of any required upfront payments as specified in the agreement.
• Engagement Delivery: TMM Control executes the agreed scope of work, providing regular progress updates and milestone deliverables as defined in the agreement.
• Closure and Knowledge Transfer: Upon completion of the engagement scope, TMM Control conducts a formal closeout process, including delivery of all final documents, a summary presentation, and a transition to any ongoing support arrangements.

Any changes to the agreed scope of work, including additions, removals, or material modifications, must be documented in a written change order signed by both parties. TMM Control is not obligated to perform work outside the agreed scope without such documentation. Scope changes may result in adjustments to fees and timelines, which will be communicated to the client prior to implementation.

TMM Control does not guarantee specific business outcomes from the implementation of our recommendations. The effectiveness of our deliverables depends on accurate client-provided information, the quality of implementation by client personnel, and external factors beyond our control.

TMM Control's fees are specified in each individual engagement agreement and may take the form of fixed project fees, time-and-materials billing, monthly retainer arrangements, or a combination thereof. The following general terms apply to all engagements unless otherwise specified in writing.

• Invoicing: Invoices are issued in accordance with the payment schedule defined in the engagement agreement. Standard project engagements typically require a deposit of 30 to 50 percent of the total project fee at engagement commencement, with the remainder billed at defined milestones or upon completion.
• Payment Terms: All invoices are due and payable within 30 calendar days of the invoice date unless otherwise specified in the engagement agreement. Payment must be made in US dollars unless an alternative currency arrangement is explicitly agreed upon in writing.
• Late Payment: Invoices not paid by the due date are subject to a late payment fee of 1.5 percent per month on the outstanding balance, compounding monthly, beginning on the 31st day after the invoice date. TMM Control reserves the right to suspend services for any engagement where invoices remain unpaid beyond 45 days of the due date.
• Expenses: Travel, accommodation, and other out-of-pocket expenses incurred in connection with the engagement are billed to the client at cost unless a fixed expense allowance has been agreed upon. TMM Control will obtain client pre-approval for any single expense item exceeding $500.
• Taxes: All fees are exclusive of applicable taxes, including sales tax, value-added tax, or other governmental charges. The client is responsible for all taxes applicable to the services received.

TMM Control reserves the right to adjust its standard fee rates for new engagements with advance notice. Fee rates for active engagements under executed agreements shall not be changed during the term of the agreement without mutual written consent.

The allocation of intellectual property rights between TMM Control and our clients is an important aspect of the consulting relationship. The following framework governs ownership of materials created in connection with client engagements.

Pre-Existing Intellectual Property: Each party retains full ownership of all intellectual property that existed prior to the commencement of the engagement, including methodologies, frameworks, tools, templates, and proprietary knowledge. TMM Control's pre-existing intellectual property includes, but is not limited to, our diagnostic frameworks, assessment methodologies, analytical templates, and internal knowledge bases. This pre-existing intellectual property is licensed to the client for internal use during the engagement but does not transfer to the client.

Client-Specific Deliverables: Reports, analyses, recommendations, process maps, policy documents, dashboard designs, and other materials created specifically and exclusively for the client's organization during the engagement are owned by the client upon full payment of all applicable fees. Ownership transfers at the time of full payment; deliverables provided prior to full payment remain the property of TMM Control.

General Knowledge: TMM Control's consultants retain the right to apply the knowledge, experience, and general expertise gained through client engagements in future work for other clients, provided this does not involve disclosure of confidential client information.

Website Content: All content on the TMM Control website, including text, graphics, visual designs, brand elements, and structural concepts, is the exclusive intellectual property of TMM Control and is protected by applicable intellectual property laws. Reproduction, distribution, or commercial use of website content without prior written consent is prohibited.

The nature of business consulting requires the exchange of sensitive and often proprietary information. TMM Control is committed to maintaining strict confidentiality with respect to all client information received during or in connection with any engagement.

TMM Control's Confidentiality Obligations: We agree to maintain the confidentiality of all non-public information provided by the client in connection with an engagement, including financial data, operational information, strategic plans, personnel information, client lists, and any other information identified as confidential or that a reasonable person would understand to be confidential given the context of disclosure. This obligation applies to all TMM Control staff, consultants, and contractors working on the engagement and survives the termination of the engagement for a period of five years.

Exceptions to Confidentiality: The confidentiality obligation does not apply to information that: (a) is or becomes publicly available through no fault of TMM Control; (b) was in TMM Control's possession prior to the engagement without restriction; (c) is independently developed by TMM Control without reference to client confidential information; (d) is required to be disclosed by law, regulation, or court order, in which case TMM Control will provide reasonable advance notice to the client where legally permitted.

Client's Confidentiality Obligations: The client agrees to maintain the confidentiality of TMM Control's proprietary methodologies, analytical frameworks, tools, pricing structures, and any other information that TMM Control identifies as proprietary or confidential. This obligation survives the termination of the engagement.

Formal Non-Disclosure Agreements: Where the nature of an engagement requires additional confidentiality protections beyond those stated herein, TMM Control is willing to execute a mutually agreed standalone non-disclosure agreement prior to the commencement of detailed discussions.

TMM Control handles client data with the highest standards of care and maintains reasonable technical and organizational security measures to protect client information from unauthorized access, disclosure, or loss.

Data Minimization: We collect and retain only the minimum amount of client data necessary to perform the agreed consulting services. Data that is no longer required for the engagement is securely deleted or returned to the client as requested.

Security Measures: TMM Control implements industry-standard security practices for the protection of client data, including encrypted storage and transmission of sensitive documents, access controls limiting data access to personnel working on the specific engagement, and secure disposal of physical and digital materials at engagement conclusion.

Third-Party Subcontractors: Where TMM Control engages subcontractors or specialist advisors in connection with a client engagement, we ensure that such third parties are bound by confidentiality and data security obligations at least equivalent to those described herein before receiving access to client data.

Website Data: Information submitted through our website contact forms is used solely for the purpose of responding to your inquiry and conducting any resulting business relationship. We do not sell, rent, or transfer website visitor data to third parties for marketing purposes. For detailed information on how we process website visitor data, please refer to our Privacy Policy.

Breach Notification: In the event of a data security breach involving client confidential information, TMM Control will notify the affected client within 72 hours of discovery of the breach to the extent permitted by applicable law, and will take reasonable steps to mitigate harm and prevent recurrence.

TMM Control provides all consulting services and website content on an "as available" and "as is" basis. While we exercise professional care and apply recognized methodologies in our work, we make no warranties, express or implied, regarding specific business outcomes or results arising from the use of our services or deliverables.

Advisory Nature of Services: All recommendations, frameworks, analyses, and deliverables provided by TMM Control represent our professional judgment based on the information available at the time of the engagement. They do not constitute legal advice, regulatory compliance guarantees, audit opinions, accounting certifications, or investment advice. Clients should consult appropriately licensed professionals for legal, accounting, regulatory, or financial advice before implementing any recommendations.

Limitation of Liability: To the maximum extent permitted by applicable law, TMM Control's total cumulative liability arising out of or related to any engagement, whether based on contract, tort, negligence, or any other theory, shall not exceed the total fees paid by the client to TMM Control in the twelve months immediately preceding the claim giving rise to liability.

Exclusion of Consequential Damages: In no event shall TMM Control be liable for any indirect, incidental, special, exemplary, punitive, or consequential damages, including loss of profits, loss of revenue, loss of business opportunity, or reputational harm, even if advised of the possibility of such damages.

Force Majeure: TMM Control shall not be liable for any failure or delay in performance caused by circumstances beyond our reasonable control, including natural disasters, governmental actions, pandemic conditions, telecommunications failures, or other events constituting force majeure.

Website Disclaimer: The content on the TMM Control website is provided for informational purposes only and does not constitute professional consulting advice. TMM Control makes no representations regarding the accuracy, completeness, or current applicability of website content and disclaims all liability for reliance on such content without entering into a formal engagement agreement.

The client agrees to indemnify, defend, and hold harmless TMM Control and its officers, directors, employees, consultants, and contractors from and against any and all claims, damages, losses, liabilities, costs, and expenses, including reasonable legal fees, arising out of or related to: (a) the client's breach of these Terms of Service or any engagement agreement; (b) the client's misuse of consulting deliverables or website content; (c) any false or misleading information provided by the client to TMM Control in connection with an engagement; (d) the client's violation of applicable law in connection with their use of our services or deliverables; or (e) any third-party claims arising from the client's implementation of TMM Control's recommendations.

TMM Control agrees to indemnify and hold harmless the client from claims by third parties arising directly from TMM Control's gross negligence or willful misconduct in the delivery of consulting services, subject to the liability limitations described in Section 09 of these Terms.

The indemnifying party shall have the right to assume control of the defense of any indemnified claim, at its own expense, using counsel of its choosing, provided that the indemnified party shall have the right to participate in the defense at its own expense and shall not settle any claim without the indemnifying party's prior written consent, which shall not be unreasonably withheld.

Either party may terminate a consulting engagement in accordance with the termination provisions specified in the applicable engagement agreement. In the absence of specific termination provisions in an engagement agreement, the following terms apply.

Termination by Client: The client may terminate an ongoing engagement by providing 30 days written notice to TMM Control. Upon termination, the client shall pay for all work performed up to and including the termination date, including any expenses incurred and committed prior to the termination notice. Prepaid fees for work not yet performed will be refunded on a pro-rata basis, less any non-recoverable costs already incurred.

Termination by TMM Control: TMM Control may terminate an engagement by providing 30 days written notice to the client. In addition, TMM Control may terminate an engagement immediately, without prior notice, in the event of: the client's failure to make payment within 45 days of the due date; the client's material breach of the confidentiality obligations in these terms; the client's provision of fraudulent or materially misleading information; or any conduct by the client that creates legal, ethical, or reputational risk for TMM Control.

Effect of Termination: Upon termination, each party shall promptly return or destroy the other party's confidential information, except to the extent retention is required by applicable law or regulation. Sections pertaining to confidentiality, intellectual property, limitation of liability, indemnification, and dispute resolution shall survive the termination of any engagement or these Terms of Service.

Suspension: TMM Control reserves the right to suspend services without terminating the engagement in the event of non-payment, pending resolution of a payment dispute, or pending clarification of information provided by the client. Services will resume upon resolution of the suspending condition.

TMM Control is committed to resolving any disputes that may arise from our consulting relationships in a fair, efficient, and professional manner. The following process governs the resolution of disputes.

Good Faith Negotiation: In the event of any dispute, claim, or controversy arising out of or relating to these Terms of Service or any engagement, the parties agree to first attempt to resolve the matter through good faith negotiation. Either party may initiate the negotiation process by providing written notice to the other party describing the nature of the dispute. The parties agree to engage in negotiation for a period of at least 30 days before pursuing other remedies.

Mediation: If the dispute cannot be resolved through negotiation within 30 days of the initial written notice, the parties agree to submit the dispute to non-binding mediation conducted by a mutually agreed neutral mediator. The costs of mediation shall be shared equally by the parties unless otherwise agreed.

Arbitration: If mediation fails to resolve the dispute within 60 days of commencement, the parties agree to submit the dispute to binding arbitration conducted in Boulder County, Colorado, under the rules of the American Arbitration Association then in effect. The arbitration shall be conducted by a single arbitrator. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Governing Law: These Terms of Service and all consulting engagements are governed by and construed in accordance with the laws of the State of Colorado, without regard to its conflict of law principles.

Class Action Waiver: To the extent permitted by applicable law, all disputes shall be resolved on an individual basis. The client waives any right to participate in any class action lawsuit or class-wide arbitration against TMM Control.

TMM Control reserves the right to modify, update, or replace these Terms of Service at any time. When material changes are made, we will update the document accordingly. It is the responsibility of website users and clients to review these terms periodically. The most current version of these Terms of Service governs all website use and consulting engagements unless a specific engagement agreement has been executed that supersedes particular provisions. Continued use of our website or services after any updates to these Terms constitutes acceptance of the revised terms.

For active consulting engagements under executed agreements, any changes to these Terms of Service that materially and adversely affect the client's rights under an existing engagement will not apply to that engagement without the client's written consent. Amendments to these Terms do not affect the validity or enforceability of any provisions that remain unchanged.

If any provision of these Terms of Service is found to be invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, the remaining provisions shall continue in full force and effect. The invalid or unenforceable provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the original intent of the parties to the greatest extent possible.

These Terms of Service, together with any executed engagement agreements, statements of work, and our Privacy Policy, constitute the entire agreement between the client and TMM Control with respect to the subject matter herein, and supersede all prior discussions, representations, and agreements whether written or oral. No waiver by either party of any breach or default shall be deemed a waiver of any subsequent breach or default of the same or any other provision.

If you have any questions, concerns, or requests related to these Terms of Service, including questions about a specific engagement agreement, billing matters, confidentiality obligations, or any other legal matter, we encourage you to contact us directly. TMM Control is committed to responding to all legal and compliance inquiries promptly and in a professional manner.

All formal legal notices required under these Terms of Service must be submitted in writing and delivered to TMM Control at the address or email below. Notices sent by email are considered received on the date of transmission, provided no delivery failure notification is received by the sender. Notices sent by certified mail are considered received three business days after the date of mailing.