Intellectual Property and Confidentiality Policy

EFFECTIVE DATE: JULY 15, 2026

1. Purpose and Scope

This Intellectual Property and Confidentiality Policy explains ownership and permitted use of website content, Client materials, consulting methods, working papers, drafts, final deliverables, third-party materials, and confidential information exchanged in connection with Delmion Advisory’s Services.

This Policy forms part of the Terms and Conditions and applies unless the applicable Engagement Document expressly modifies a specific provision. Intellectual property rights are transferred or licensed only as stated in writing and, where applicable, only after full payment.

2. Definitions

Client Materials means information, documents, data, branding, content, systems, and other materials supplied by or on behalf of the Client. Background Materials means tools, frameworks, methods, templates, know-how, code, processes, research, models, and materials created or acquired by Delmion Advisory independently of the engagement or developed for general use.

Deliverables means the final items expressly identified as deliverables in the Engagement Document. Working Materials means notes, drafts, internal analyses, research files, interview notes, calculations, intermediate versions, and other materials used to perform the Services but not identified as final deliverables.

Confidential Information means non-public information disclosed by either party that is identified as confidential or that a reasonable person would understand to be confidential given its nature and the circumstances of disclosure.

3. Website Intellectual Property

The website, including its text, design, layout, graphics, visual elements, service descriptions, branding, and arrangement of content, is owned by Delmion Advisory or used with permission. It is protected by copyright, trademark, and other intellectual property laws.

Visitors may view and print reasonable portions for internal evaluation of our Services. No other reproduction, republication, adaptation, scraping, distribution, resale, or commercial exploitation is permitted without prior written consent.

4. Client Ownership of Client Materials

As between the parties, the Client retains ownership of Client Materials. The Client grants Delmion Advisory a limited, non-exclusive right to access, copy, adapt, and use Client Materials solely as reasonably necessary to evaluate an inquiry, perform the engagement, administer the relationship, comply with law, and protect legal rights.

The Client represents that it owns or has sufficient rights to provide the Client Materials and authorize their use. The Client is responsible for third-party permissions, privacy notices, licenses, and restrictions associated with those materials.

5. Delmion Advisory Background Materials

Delmion Advisory retains all rights in Background Materials, including improvements, adaptations, generalized learning, and reusable components. Payment for an engagement does not transfer ownership of our underlying methods, templates, know-how, or tools unless a written assignment expressly states otherwise.

We may continue to use general skills, ideas, methods, experience, and non-confidential know-how developed or applied during an engagement, provided that we do not disclose the Client’s Confidential Information.

6. Ownership of Final Deliverables

Ownership of Deliverables is determined by the Engagement Document. If the Engagement Document is silent, then upon receipt of full payment, the Client receives a perpetual, non-exclusive, worldwide license to use the final Deliverables for its internal business purposes.

That license does not transfer ownership of embedded Background Materials, third-party materials, Working Materials, or reusable frameworks. The Client may make reasonable internal adaptations but may not resell, sublicense, publish as a commercial product, or represent our methods as its own without written permission.

7. Custom Assignment Where Agreed

If the Engagement Document expressly states that specified custom Deliverables are assigned to the Client, the assignment becomes effective only after full payment of all amounts due for the engagement. The assignment is limited to the identified Deliverables and does not include Background Materials, Working Materials, or third-party rights.

To the extent Background Materials are embedded in an assigned Deliverable, the Client receives a non-exclusive license to use those Background Materials only as part of the Deliverable and for the stated purpose.

8. Working Materials and Drafts

Working Materials and drafts remain the property of Delmion Advisory unless expressly included as Deliverables. Drafts may be incomplete, contain alternatives, or omit final review and should not be distributed or relied upon as final.

We are not required to provide internal notes, source research, preliminary calculations, editable files, or methodology records unless the Engagement Document expressly includes them.

9. Third-Party Materials

Deliverables may include or reference third-party data, software, publications, fonts, stock assets, templates, or other materials. Those materials remain subject to the rights and license terms of their owners.

The Client is responsible for maintaining any third-party license required for continued use. We do not transfer rights that we do not own and do not warrant that a third-party provider will continue to make a resource available.

10. Restrictions on Use

Except as expressly permitted, the Client and website users must not:

• remove copyright, trademark, confidentiality, attribution, or proprietary notices;
• sell, sublicense, publish, distribute, or commercially exploit Deliverables or website content as a standalone product;
• reverse engineer or extract proprietary methods from tools, models, or templates;
• use drafts or incomplete materials as final professional conclusions;
• use Deliverables for an unlawful, deceptive, defamatory, or infringing purpose;
• provide Deliverables to a third party for reliance where such reliance was not authorized; or
• claim authorship of Delmion Advisory’s protected Background Materials.

11. Trademarks and Brand Features

The Delmion Advisory name, logo, trade dress, and related brand features may not be used in a manner that implies endorsement, partnership, certification, or affiliation without prior written permission.

The Client retains ownership of its trademarks and grants us only the limited rights necessary to perform the engagement.

12. Portfolio and Publicity

We will not publicly disclose the Client’s Confidential Information or identify the Client as a customer without permission where such identification is not already public or otherwise authorized.

Any right to display work in a portfolio, publish a case study, use a testimonial, or reference the Client’s name must be agreed in writing. Permission may be subject to anonymization, timing restrictions, or approval of the final wording.

13. Feedback

If the Client voluntarily provides general suggestions about our Services, methods, or website, we may use that feedback without restriction or compensation, provided that we do not disclose Confidential Information or identify the Client without authorization.

14. Confidentiality Obligations

Each receiving party must use the other party’s Confidential Information only for the engagement or another authorized purpose, protect it with at least reasonable care, and disclose it only to personnel, contractors, advisers, or service providers who need the information and are subject to appropriate confidentiality obligations.

The receiving party must not use Confidential Information to compete unfairly, solicit protected relationships through misuse of information, or obtain an unauthorized commercial advantage.

15. Exclusions From Confidential Information

Confidential Information does not include information that the receiving party can demonstrate:

• was lawfully known without confidentiality restriction before disclosure;
• becomes public through no breach of this Policy;
• is received lawfully from a third party without confidentiality duty;
• is independently developed without use of the disclosing party’s Confidential Information; or
• is approved for release in writing by the disclosing party.

16. Required Disclosure

A receiving party may disclose Confidential Information when required by law, court order, subpoena, or lawful regulatory request. Where legally permitted, the receiving party will provide prompt notice and reasonable cooperation so the disclosing party may seek protective treatment.

Only the portion legally required should be disclosed, and reasonable efforts should be made to preserve confidentiality.

17. Permitted Operational Disclosures

We may disclose limited Confidential Information to hosting, communications, payment, cloud storage, accounting, cybersecurity, legal, insurance, and specialist providers as reasonably necessary to operate the business and perform the engagement.

Such disclosures are subject to appropriate contractual, professional, or legal protections based on the nature of the recipient and information.

18. Information Security

Each party is responsible for reasonable security within its control. The Client should avoid providing unnecessary sensitive data, use secure access methods, maintain backups, and promptly revoke obsolete credentials.

No security system is infallible. A party that becomes aware of a suspected unauthorized disclosure affecting the other party’s Confidential Information should provide notice without unreasonable delay and cooperate in reasonable mitigation.

19. Return, Deletion, and Archiving

Upon written request or engagement completion, each party may return or delete the other party’s Confidential Information when reasonably practicable, subject to legal, accounting, backup, insurance, dispute, and record-retention requirements.

Archived copies retained for legitimate purposes remain subject to the confidentiality obligations in this Policy.

20. Duration of Confidentiality

Confidentiality obligations continue during the engagement and for five years after the later of disclosure or engagement termination, unless the Engagement Document states another period. Trade secrets remain protected for as long as they qualify as trade secrets under applicable law.

Personal information remains subject to applicable privacy and data-protection obligations regardless of the contractual period.

21. Privileged Materials

If the Client provides material that may be subject to attorney-client privilege, work-product protection, or another legal privilege, the Client should identify it in advance and obtain legal guidance. Delmion Advisory does not guarantee that disclosure to a business consultant will preserve privilege.

22. Infringement Concerns

A party that becomes aware of a credible claim that a Deliverable or supplied material infringes third-party rights should notify the other party promptly. The parties will reasonably cooperate to assess the issue.

We may modify or replace an affected Deliverable, obtain a suitable license where commercially reasonable, or discontinue the affected portion. The Client remains responsible for claims arising from Client Materials or Client-directed content.

23. Unauthorized Disclosure or Use

Unauthorized use or disclosure may cause harm that is difficult to measure. Subject to applicable law and the dispute provisions of the agreement, a party may seek appropriate injunctive or equitable relief in addition to other available remedies.

24. Survival

Provisions concerning ownership, licenses, restrictions, confidentiality, payment-dependent rights, third-party materials, dispute resolution, and accrued remedies survive completion or termination of an engagement.

25. Questions and Permission Requests

Requests for permission to use website content, distribute a Deliverable externally, publish a case study, use brand features, or clarify ownership should identify the relevant material, intended audience, purpose, territory, and duration.