Consulting Services Agreement

This page summarises the standard terms under which THE BOARD (“we”, “us”, “our”, or the “Firm”) provides advisory services to clients (“you” or “Client”).

This document is provided for transparency. The binding terms of any specific engagement are set out in a separately signed engagement letter or master services agreement (“Engagement Letter”) executed between you and the Firm. Where the Engagement Letter is silent on a particular matter, the principles described here apply.

The Firm provides operator-led advisory services. The categories of work include, but are not limited to:

• The Strategic Audit — a focused, paid, fixed-fee diagnostic session culminating in a written action plan
• The Sovereign Path — a multi-stage advisory programme for founders preparing to scale, restructure, or exit
• The Boardroom Mandate — bespoke, principal-led engagements scoped to a defined business objective
• Other engagement types as agreed in writing

The specific scope, deliverables, timeline, and fee for each engagement are defined in the applicable Engagement Letter.

An engagement is formed only when:

1. You have submitted the relevant qualification or enquiry form and we have confirmed acceptance
2. We have provided a written Engagement Letter setting out the scope, fee, and timeline
3. You have countersigned the Engagement Letter and paid any fee (or first instalment) specified within it

Submission of a form, payment of an exploratory fee, or preliminary discussions do not, in themselves, create a binding advisory engagement.

Fees are stated in the relevant Engagement Letter. Unless agreed otherwise:

• Fees are quoted in United States Dollars (USD) and are exclusive of any applicable taxes, value-added tax (VAT), withholding taxes, or other government charges
• Strategic Audit fees are payable in full in advance and are non-refundable once the session has been booked
• For longer-form engagements, fees are payable per the schedule in the Engagement Letter, with overdue amounts attracting interest at the rate stated therein
• Disbursements (travel, third-party tools, etc.) are charged at cost where they are agreed in advance

To enable us to deliver effectively, you agree to:

• Provide accurate, complete, and timely information relevant to the engagement
• Make available the personnel, documents, and decision-makers required for the work
• Notify us promptly of any material change in circumstances or scope
• Not engage the Firm to provide advice that you intend to use to mislead a third party or to support activity that is unlawful

We rely on the information you provide. We are not required to independently verify it and accept no liability for conclusions drawn from inaccurate or incomplete data.

We treat all information you share with us in connection with an engagement as confidential. We will not disclose it to any third party except:

• To authorised personnel of the Firm who require it to perform the services
• To professional advisers or subcontractors bound by equivalent confidentiality obligations
• Where required by law, regulation, or order of a court or regulator of competent jurisdiction
• With your prior written consent

The Firm will also treat its own methodologies, frameworks, and partner-developed materials as confidential. You agree not to reproduce, distribute, or disclose them outside the engagement without our prior written consent.

Subject to full payment of all fees due under the Engagement Letter:

• Deliverables. You receive a non-exclusive, perpetual, worldwide licence to use the final written deliverables prepared specifically for you, for your own internal business purposes.
• Firm IP. All pre-existing materials, methodologies, frameworks, tools, templates, and know-how used by the Firm in delivering the services remain the exclusive property of the Firm.
• Client IP. All pre-existing materials and confidential information you provide to us remain your exclusive property.

We perform the services with the reasonable skill and care expected of an experienced advisory firm. We do not, however, guarantee any specific outcome, financial result, regulatory approval, or commercial result. Our work informs your decisions; ultimate decision-making authority and responsibility remain with you.

Unless the Engagement Letter expressly states otherwise, we do not act in a fiduciary capacity, and we do not provide legal, tax, accounting, regulatory, or licensed financial advice. You should obtain appropriate independent advice from licensed professionals on those matters.

To the maximum extent permitted by applicable law, the Firm and its partners, members, employees, and affiliates will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages arising out of or in connection with any engagement — including loss of profits, revenue, opportunity, anticipated savings, business, goodwill, or data — even if advised of the possibility of such loss.

Our aggregate liability in respect of any engagement will not exceed the fees actually paid by you to the Firm under the relevant Engagement Letter in the twelve (12) months preceding the event giving rise to the claim.

Nothing in this section limits or excludes liability that cannot be limited or excluded as a matter of applicable law (including, where relevant, liability for fraud or wilful misconduct).

Each engagement begins on the date stated in the Engagement Letter (or, if no date is stated, the date of countersignature) and continues until completion of the agreed scope.

Either party may terminate the engagement with prior written notice as specified in the Engagement Letter. On termination, you remain liable for fees and disbursements properly incurred up to the effective date of termination.

Sections that by their nature should survive termination — including confidentiality, intellectual property, limitation of liability, and governing law — shall do so.

The Firm provides services as an independent contractor. Nothing in any engagement creates a partnership, joint venture, employment, or agency relationship between the Firm and any client.

The Firm advises clients across a range of industries and may from time to time act for parties whose interests differ from yours, provided we maintain confidentiality and act in accordance with our professional standards. We will identify and disclose any engagement-specific conflicts in writing where they arise.

Unless agreed otherwise in writing, the Firm may reference the fact of the engagement and high-level descriptions of the work in client lists, case studies, and marketing — provided this does not disclose any of your confidential information. We will not name you in case studies without your prior written consent.

Unless the Engagement Letter expressly provides otherwise, engagements with the Firm are governed by the laws of the United Arab Emirates as applied in the Emirate of Dubai, without regard to conflict of laws principles. Any dispute arising out of or in connection with an engagement shall be referred to and finally resolved by the courts of Dubai, UAE.

We may revise this summary from time to time. When we do, we will update the “Last updated” date at the top of this page. Changes to a specific engagement’s terms require a written amendment to the applicable Engagement Letter, signed by both parties.

Questions about this summary or the terms of a specific engagement should be sent to advisory@theboard.consulting.