Terms of Service

Last updated: June 7, 2025

These Terms of Service (“Agreement”) govern your relationship with Le Poulet PBC, a Colorado public benefit corporation doing business as Darien Advisors, located at 1942 Broadway Street, STE 314C, Boulder, CO 80302, USA (“Darien Advisors”). By engaging with our services, you (“Client”) agree to be bound by this Agreement.

1. Definitions

  • “Authorization” – Any written approval required from Client to proceed with services.
  • “Client Portal” – The secure online platform where Clients access services and share data.
  • “Confidential Information” – Nonpublic information disclosed by either party that must remain confidential.
  • “Intellectual Property” – All proprietary materials, software, methods, and data developed or used by Darien Advisors.
  • “Services” – The services described in the Engagement Agreement or Scope of Work signed by the Client.

2. Scope & Engagement

Services begin upon execution of a signed Engagement Agreement. Darien Advisors will only provide services explicitly outlined in that agreement. Additional work must be confirmed in writing. Darien Advisors does not perform audits or provide financial opinions.

3. Security & Communication

Client data is exchanged over the internet, which carries inherent risks. Darien Advisors is not liable for data intercepted during transmission. Clients are responsible for password security. Email communication is used frequently, but is not encrypted.

4. Darien Advisors Responsibilities

  • Provide services in good faith and with professional diligence.
  • Store transaction records for a minimum of 8 years (certain exclusions apply).
  • Maintain communication and transparency with the Client.

5. Client Responsibilities

  • Provide accurate and complete data.
  • Respond in a timely manner to information requests.
  • Pay all agreed-upon fees on time (net 30 days unless otherwise stated).
  • Reimburse Darien Advisors for approved out-of-pocket expenses.

6. Fees & Payments

Fees are outlined in your engagement agreement. Any deposits, retainers, or onboarding fees are non-refundable. Late payments may incur a 5% monthly fee and collection costs if applicable.

7. Termination

  • Clients may terminate for cause with written notice.
  • Darien Advisors may terminate for cause, including non-payment or breach of agreement.

8. Confidentiality & Privacy

Both parties agree to maintain confidentiality and not disclose proprietary information without consent. Darien Advisors will not sell or share personal data without explicit approval, unless required by law.

9. Limitation of Liability

Darien Advisors’ liability is limited to the amount paid for services over the past 6 months. We are not responsible for consequential, indirect, or special damages, including lost profits or penalties from third parties.

10. Arbitration & Dispute Resolution

All disputes shall be resolved via binding arbitration under the American Arbitration Association in Spokane, WA. Each party shall bear its own arbitration costs. This clause does not apply to fee collection disputes.

11. Miscellaneous

  • Assignment: No transfer of rights without written consent.
  • Governing Law: State of Colorado.
  • Force Majeure: Neither party is liable for events beyond their control.
  • Non-Solicitation: Clients may not solicit or hire Darien Advisors’ staff for 12 months after termination.

For questions regarding these terms, please contact hello@darienadvisors.io.