Refund & Payment Policy

Sierra Strategic Consulting LLC, a California limited liability company, doing business as “Sierra Strategic” (“Sierra Strategic,” “we,” “us,” or “our”)

Last updated: June 14, 2026

1. Introduction and Scope

1.1. This Refund & Payment Policy (this “Policy”) governs payment, cancellation, and refunds for Sierra Strategic’s custom-software development services, including fixed-price builds (each, a “Build”) and optional monthly care and maintenance plans (the “Care Plans”), as further described in Section 14.

1.2. Each engagement is documented in a signed Client Services Agreement with an attached Statement of Work (collectively, the “Agreement”). The description of work set out in the Statement of Work is the “Scope.” This Policy is incorporated into and forms part of the Agreement. Capitalized terms used but not defined in this Policy have the meanings given to them in the Agreement.

1.3. If this Policy conflicts with the express terms of a signed Agreement, the signed Agreement controls.

1.4. The “Client” means the business entity or individual that enters into an Agreement with Sierra Strategic. Sierra Strategic provides its services to businesses on a business-to-business basis.

2. Payment Terms

2.1. Full payment in advance. Except as a signed Agreement expressly provides otherwise, the total fixed fee for a Build (the “Project Fee”) is payable in two parts: sixty percent (60%) of the Project Fee (the “Initial Payment”) is due on execution of the Agreement, before any Work (as defined in Section 4) begins; the remaining forty percent (40%) of the Project Fee (the “Completion Payment”) is due on Completion. The Initial Payment is not a deposit; it is earned as Work is performed. Payment is processed through Helcim (“Helcim”).

2.2. Nature of the Initial Payment and Completion Payment. The Initial Payment and the Completion Payment are each earned as Work is performed and are consideration for Sierra Strategic’s performance and reserved capacity, not a deposit, retainer, or refundable holdback. Work does not commence until the Initial Payment has cleared and Sierra Strategic has confirmed receipt.

2.3. Delivery milestones are not separate charges. Any progress checkpoints used during a Build, such as kickoff, an interim demonstration, and go-live, together with any allocation of effort among them stated in the Statement of Work, organize and report on Sierra Strategic’s performance. They are not separate or additional charges and do not alter the two-part payment structure set out in Section 2.1.

2.4. What the Project Fee secures. The Project Fee is paid in consideration of Sierra Strategic’s reservation of expert delivery capacity for the Client, the Client’s place in Sierra Strategic’s build schedule, and performance of the Build in accordance with the Scope. Sierra Strategic runs a limited number of concurrent Builds; on confirming the Initial Payment, it holds that capacity for the Client and declines other engagements to do so. Capacity reserved in this way cannot be resold or recovered if the Client later withdraws, and its reservation is a principal basis for the non-refundability provisions of this Policy.

2.5. Currency. All amounts are stated and payable in United States Dollars (USD).

2.6. Taxes. All amounts are exclusive of, and the Client is responsible for, any sales, use, value-added, goods-and-services, withholding, or similar taxes, duties, or assessments imposed in connection with the Agreement, other than taxes imposed on Sierra Strategic’s net income.

2.7. Processing fees. Payment-processing fees charged by Helcim (the “Helcim Fees”) are non-refundable, except where Sierra Strategic cancels for its own inability to deliver under Section 10.2.

3. Reconsideration Window

3.1. A Client may reconsider and request a refund of the Initial Payment by a request delivered to Sierra Strategic in writing at hello@sierra-strategic.com within forty-eight (48) hours after the Initial Payment clears (the “Reconsideration Window”). The reservation of delivery slots or other scheduling described in Section 4.1 does not, by itself, close the Reconsideration Window.

3.2. Both conditions in Section 3.1 are required. Where both are satisfied, Sierra Strategic will refund the amounts paid, less the non-refundable Helcim Fees.

3.3. The Reconsideration Window closes on the earlier of the expiration of the forty-eight (48) hour period or the commencement of any Work, whether or not that period has elapsed.

4. Definition of Work; Completed, Delivered, and In-Progress Work

4.1. “Work” means any effort, activity, or commitment of time or capacity that Sierra Strategic, its personnel, or its vetted contractors and service providers under confidentiality obligations undertake in connection with an engagement. Work includes discovery, planning, and requirements analysis; architecture, design, and development; project management and communications with or on behalf of the Client; preparation for kickoff; and the reservation of delivery slots or other time held for the project.

4.2. “Completed” means Work that Sierra Strategic has performed to the point that the applicable task, component, or deliverable meets the agreed Scope for that item.

4.3. “Delivered” means a deliverable that Sierra Strategic has made available or transmitted to the Client in accordance with the Agreement.

4.4. “In progress” means Work that has commenced but is not yet Completed or Delivered.

4.5. Whether and to what extent Work has been performed, Completed, Delivered, or is in progress is determined by Sierra Strategic’s performance measured against the agreed Scope. That determination is not undone, reversed, or reopened by a subsequent acceptance dispute, which is governed solely by Section 12.

5. Non-Refundability After Closure of the Reconsideration Window

5.1. Once the Reconsideration Window has closed or any substantive Work has begun, the portion of the amounts actually paid attributable to (a) Work performed and (b) reserved expert time and capacity is non-refundable, regardless of the stage of progress.

5.2. Without limiting Section 5.1, no refund is owed on account of a change of mind; a change in the Client’s business, priorities, or budget; the Client’s decision to engage another vendor or to bring the work in-house; the completion of one or more delivery milestones; delay attributable to the Client; or dissatisfaction that the Client has not first raised and submitted to the cure process under Section 12.

5.3. Work that is Completed or Delivered, including code, design, and data, remains the Client’s property in accordance with the Agreement and is non-refundable.

5.4. A change of mind, withdrawal, or abandonment by the Client entitles the Client to no refund for Work that is performed, Completed, or in progress. Abandonment does not toll or otherwise modify the terms of this Policy.

6. Client Cancellation; Settlement

6.1. Settlement, not refund. Cancellation by the Client after the close of the Reconsideration Window is settled as a wind-down of the engagement and does not, by default, result in a refund.

6.2. Amounts retained. On a Client cancellation, Sierra Strategic retains the following, each of which compensates a distinct category of loss and does not overlap with the other:

(a) the proportionate share of the amounts actually paid attributable to Work performed as of the effective date of cancellation, as reasonably determined by Sierra Strategic from its contemporaneous records, which records are presumptively correct absent manifest error; plus

    (b) a reservation fee equal to thirty percent (30%) of the total Project Fee (the “Reservation Fee”), as liquidated damages for the loss of reserved delivery capacity and forgone alternative engagements described in Section 2.4. As of the time of contracting, the parties acknowledge and agree that: (i) the actual damages Sierra Strategic would sustain from the Client’s cancellation, including capacity reserved and made unavailable to others, engagements declined or forgone, and the inability to backfill a delivery slot on short notice, are extremely difficult or impracticable to fix or ascertain; (ii) the Reservation Fee is a reasonable endeavor by the parties to estimate fair compensation for that loss and is not a penalty or forfeiture; and (iii) this provision was negotiated by sophisticated commercial parties on a business-to-business basis. The Reservation Fee is in addition to the value of Work performed recovered under Section 6.2(a).

6.3. Maximum retained amount. The total amount retained under this Section 6 (excluding Third-Party Costs) will not exceed the Project Fee actually paid. Where the value of Work performed under Section 6.2(a) already equals or exceeds the Project Fee, the Reservation Fee is not additionally charged.

6.4. Third-party costs. Any authorized, non-refundable third-party costs incurred for the project (the “Third-Party Costs”) are the responsibility of the Client and are payable in addition to the amounts retained under Sections 6.2 and 6.3.

7. Limitation on Amounts Owed; Refund of Unearned Remainder

7.1. No additional liability. The Client will not owe any amount in excess of the amounts already paid, except for authorized, non-refundable Third-Party Costs and any other charges the Client has expressly authorized in writing.

7.2. Refund of unearned, unreserved remainder. If the amounts retained by Sierra Strategic under Section 6 are less than the amount paid by the Client, Sierra Strategic will refund the genuinely unearned and unreserved remainder within ten (10) business days, less any non-recoverable Third-Party Costs and the non-refundable Helcim Fees.

7.3. No refund where retention meets or exceeds payment. If the sum of the value of Work performed and the Reservation Fee meets or exceeds the amount paid by the Client, no refund is due.

8. Transparency; Handover; Use of Deliverables

8.1. Itemized calculation. On a Client cancellation or wind-down, Sierra Strategic will provide an itemized calculation of the amounts retained and of any refund due.

8.2. Handover. To the extent reasonably practicable, Sierra Strategic will hand over usable in-progress deliverables to the Client.

8.3. Production use constitutes acceptance. Placing any deliverable into production or commercial use constitutes full acceptance of that deliverable, and the fees attributable to it are thereby earned.

8.4. Unauthorized use. Work that is unpaid or unearned is neither Delivered nor licensed to the Client. The Client’s use of any unpaid, unaccepted, or undelivered work product is unauthorized and constitutes a material breach of the Agreement. Ownership and delivery of work product are otherwise governed by the Agreement.

9. Mutual Wind-Down

9.1. A mutual wind-down of an engagement is settled on the same basis as a Client cancellation under Sections 6 through 8, unless the parties agree otherwise in writing.

10. Cancellation by Sierra Strategic

10.1. Grounds. Sierra Strategic may cancel an engagement only on limited grounds, namely: (a) it determines in good faith that it cannot deliver the Build to the agreed Scope; (b) the working relationship has broken down to a degree that prevents effective performance; or (c) the Client makes a demand that is unlawful or that Sierra Strategic cannot perform without violating a professional or legal obligation.

10.2. Cancellation for Sierra Strategic’s own inability to deliver. If Sierra Strategic cancels for its own inability to deliver and not on account of any breach by the Client, it will refund the genuinely unearned remainder of the amounts actually paid, retaining only (a) the value of Work actually performed and (b) non-recoverable Third-Party Costs. No Reservation Fee is charged in that case, and Sierra Strategic absorbs the Helcim Fees.

10.3. Cancellation on account of Client material breach. If Sierra Strategic cancels on account of the Client’s material breach, including non-payment, unresponsiveness beyond the limits set out in Section 11, or conduct that makes performance of the Work impossible, the cancellation is treated as a Client cancellation governed by Sections 6 through 8.

11. Client-Caused Delays and Unresponsiveness

11.1. The Build depends on timely input, decisions, materials, and access from the Client. Delay or unresponsiveness attributable to the Client does not entitle the Client to a refund, extend Sierra Strategic’s obligations without additional charge, or convert non-refundable Work into refundable Work.

11.2. Pause. Sierra Strategic may pause an engagement after ten (10) business days of Client unresponsiveness. To restart a paused engagement, the Client must take a new available schedule slot and prepay a reactivation charge equal to ten percent (10%) of the total Project Fee. That charge compensates Sierra Strategic for the rescheduling, re-reservation of capacity, and re-mobilization of personnel necessary to resume a paused engagement, and is not a penalty.

11.3. Deemed abandonment. After thirty (30) calendar days of inactivity following reasonable written attempts by Sierra Strategic to reach the Client, Sierra Strategic may treat the project as abandoned and cancelled, and such cancellation is governed by Sections 6 through 8.

12. Scope, Revisions, Acceptance, Cure, and Warranty

12.1. Scope. The Scope is defined by the Agreement and the Statement of Work produced through the free scoping and proposal process and finalized in the signed Agreement. Any request outside the Scope is new work, separately quoted and separately billable, and does not constitute a failure by Sierra Strategic to deliver.

12.2. Revisions. Each deliverable includes two (2) rounds of in-Scope revision. Revision requests beyond those rounds are new, separately billable work.

12.3. Acceptance. Following delivery of a deliverable, the Client has five (5) business days either to accept the deliverable or to deliver to Sierra Strategic a single, consolidated, specific written list identifying every respect in which the deliverable fails to conform to the agreed Scope. The following apply:

    (a) any reasonably identifiable nonconformity omitted from that list is waived;

    (b) provided Sierra Strategic has delivered the deliverable and stated the closing date of the acceptance period in accordance with Section 12.3(d), a non-response by the Client neither stops the acceptance period from running nor prevents deemed acceptance on its expiration;

    (c) placing the deliverable into production or commercial use constitutes acceptance; and

    (d) Sierra Strategic will state the closing date of the acceptance period at the time of delivery.

12.4. Cure. To assert that a deliverable fails to conform to the Scope, the Client must provide written notice in accordance with Section 12.3. Sierra Strategic will have a fair opportunity to cure genuine in-Scope defects at no charge within ten (10) business days. The cure obligation is limited to the defects identified in the Client’s written list. Two (2) good-faith cure attempts on the same deliverable satisfy Sierra Strategic’s cure obligation, after which the deliverable is deemed accepted and no refund is owed in respect of it. A good-faith opportunity to cure under this Section 12.4 is a condition precedent to any refund claim, dispute, or chargeback, subject to Section 13.5.

12.5. Matters that are not failures to deliver. None of the following is a failure by Sierra Strategic to deliver, and none is grounds for refund: a change in the Client’s preferences, taste, or direction after acceptance; new ideas or requests; and any scope the Client did not purchase. In addition, timelines are estimates, not deadlines. Any dates, durations, or cadences stated in a proposal, Statement of Work, on the Site, or in marketing are good-faith estimates only, not guarantees or conditions. Time is not of the essence. Non-achievement of an estimate is not a breach and is not a basis for refund, cancellation, or chargeback, except where a specific date is expressly designated a firm deadline in the signed Agreement.

12.6. Limited defect warranty. For thirty (30) days following acceptance or go-live, whichever occurs first, Sierra Strategic will, at no charge, correct genuine in-Scope material defects in software that it built and maintains. This warranty does not apply to changes made by the Client or any third party, to the Client’s hosting or any third-party services, or to any out-of-Scope use. This warranty is the Client’s sole and exclusive remedy for the matters it covers.

13. Chargebacks and Disputes

13.1. Contact Sierra Strategic first. Before initiating any chargeback, payment dispute, or reversal, the Client must contact Sierra Strategic in writing at hello@sierra-strategic.com. Sierra Strategic will acknowledge the Client’s communication within two (2) business days.

13.2. Required order of operations. Before initiating any chargeback, dispute, or reversal, the Client must: (a) raise the issue in writing; (b) allow the response and cure process under Section 12 to run; and (c) give Sierra Strategic a genuine opportunity to resolve the issue.

13.3. Premature chargeback as material breach. Initiating a chargeback, dispute, or reversal before completing the steps in Section 13.2 is a material breach of the Agreement. The breach lies in the failure to follow the agreed process, not in the act of disputing a charge. On such breach, Sierra Strategic’s remedies include: (a) immediate suspension or termination of the engagement; (b) treatment of the engagement as a Client cancellation under Sections 6 through 8; (c) recovery of amounts owed for Work performed and reserved capacity; and (d) recovery of Sierra Strategic’s reasonable response costs, including chargeback fees and, to the extent the Agreement provides for them and applicable law permits, collection and legal costs.

13.4. Records. Sierra Strategic maintains complete records of each engagement and will present them as necessary to resolve any dispute.

13.5. Preservation of mandatory rights. Nothing in this Section 13 waives any non-waivable right of the Client or overrides applicable card-network rules.

13.6. Forum for disputes. Disputes arising under the Agreement are subject to the dispute-resolution terms of the Client Services Agreement and, failing that, to Section 13 of the Terms of Service.

14. Care Plans

14.1. Optional add-on. The Care Plans, marketed as “Keep-Alive,” “Sierra Care+,” and “Growth Partner,” are optional monthly maintenance and support subscriptions. They are separate from, and not included in, the Project Fee, and the Client is not required to purchase any Care Plan.

14.2. Introductory care period; automatic renewal; affirmative consent.

    (a) Disclosure. Where the Agreement provides an introductory care period at no charge (for example, sixty (60) days following launch), Sierra Strategic presents the automatic-renewal terms to the Client in a clear and conspicuous manner, in visual proximity to the request for consent, before the Client accepts the Care Plan. Those terms are that the Care Plan will automatically convert to a paid month-to-month subscription, the recurring monthly amount that will be charged, the length of the renewal term, and the method by which the Client may cancel.

    (b) Affirmative consent. The Client provides affirmative consent to the automatic-renewal terms and to recurring monthly charges at the disclosed rate through a consent mechanism separate from any consent to the Agreement generally. No charge is initiated absent that consent.

    (c) Acknowledgment. Promptly after the Client’s acceptance, Sierra Strategic sends the Client an acknowledgment that includes the automatic-renewal terms, the cancellation policy, and information on how to cancel, in a manner capable of being retained by the Client.

    (d) Pre-conversion notice. Because the introductory period is a free-to-pay conversion offer, Sierra Strategic sends the Client a reminder notice no fewer than three (3) and no more than twenty-one (21) days before the introductory period ends and the first paid charge is initiated. The notice states that the introductory period is ending, the date the first paid charge will occur, the recurring amount, and how to cancel.

    (e) Renewal reminders. For so long as the paid Care Plan continues, Sierra Strategic sends the Client a renewal reminder at least once annually that includes the recurring amount, the renewal term, and the method of cancellation.

    (f) Cancellation. The Client may cancel at any time before the next renewal by the means described in Section 14.3.

14.3. Term and cancellation. Each paid Care Plan is a month-to-month subscription. The Client may cancel at any time, without charge for cancellation, by any self-service billing portal that Sierra Strategic makes available (for example, through Helcim) and in any event by writing to hello@sierra-strategic.com; where the Client enrolled online, cancellation may be exercised online or through the same medium in which the Client enrolled. The cancellation method is at least as easy to use as the means by which the Client accepted the Care Plan. Cancellation stops the next renewal and takes effect at the end of the then-current paid month.

14.4. Refunds for paid care. The Client may cancel paid Care Plan service within the first thirty (30) days and receive a refund of the fee for that first month. Thereafter, the monthly fee for the then-current period is non-refundable once that period has begun. Cancellation stops future charges but does not refund the month in progress. Unused hours or credits do not roll over to a subsequent period unless the Agreement expressly provides otherwise.

14.5. Pause and prepayment. A Care Plan may be paused for twenty-five United States Dollars (USD 25.00) per month to hold the Client’s slot and rate. Annual prepayment of a Care Plan receives two (2) months free, which is the only discount available on the Care Plans.

14.6. Coverage. The Care Plans cover only software that Sierra Strategic built and maintains. External software, or software for which Sierra Strategic’s maintenance has lapsed, is onboarded onto a Care Plan only after a paid assessment.

14.7. Governing provisions. The Care Plans are governed by the dispute provisions of Section 13 and the governing-law provisions of Section 16.

15. Acceptance of This Policy

15.1. Before payment is enabled, the Client affirmatively accepts this Policy and the Agreement, by signature, by selecting an acceptance checkbox, or both, and that acceptance is timestamped and recorded. Payment is enabled only after the Client’s acceptance has been recorded. Completion of payment serves as additional confirmation of acceptance but is not the sole basis for it. The parties consent to transact electronically; the Client’s electronic acceptance constitutes a valid and binding signature under the federal Electronic Signatures in Global and National Commerce Act (15 U.S.C. § 7001 et seq.) and the California Uniform Electronic Transactions Act (Cal. Civ. Code § 1633.1 et seq.), and Sierra Strategic retains a timestamped record of that acceptance.

16. General

16.1. Incorporation; order of precedence. This Policy is incorporated into and forms part of the Agreement. If the documents comprising the engagement conflict, the following order of precedence governs, from highest to lowest: (a) the signed Client Services Agreement; (b) the Statement of Work; and (c) this Policy. As to any matter on which the signed Client Services Agreement is silent, this Policy controls.

16.2. Severability. If any provision of this Policy is held invalid, illegal, or unenforceable, that provision is severed and the remaining provisions continue in full force and effect. A provision held invalid or unenforceable in part is reformed and enforced to the maximum extent permitted by law to give effect to the parties’ intent, and only the offending portion is severed.

16.3. No waiver. No failure or delay by Sierra Strategic in exercising any right under this Policy operates as a waiver of that right, and no single or partial exercise of any right precludes any further exercise of it or of any other right.

16.4. Governing version. The version of this Policy in effect at the time payment is made governs the engagement to which that payment relates.

16.5. Governing law, venue, and dispute forum. This Policy and the Agreement are governed by the laws of the State of California, without regard to its conflict-of-laws principles. The parties submit to the exclusive jurisdiction and venue of the state and federal courts located in Sacramento County, California. Disputes arising under the Agreement are subject to the dispute-resolution terms of the Client Services Agreement and, failing that, to Section 13 of the Terms of Service.

16.6. Business-to-business; mandatory rights preserved. This Policy governs a business-to-business relationship. Nothing in this Policy limits, waives, or excludes any mandatory right or remedy that applies to the Client and that cannot lawfully be limited, waived, or excluded, and this Policy is to be read with any such right or remedy preserved.

16.7. Disclaimer; limitation of liability. Except for the limited defect warranty stated in Section 12.6 and any warranties expressly set out in the Agreement, all deliverables and services are provided on an “AS IS” and “AS AVAILABLE” basis, and Sierra Strategic disclaims all other warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, to the maximum extent permitted by law. Sierra Strategic’s aggregate liability arising out of or relating to fees, refunds, cancellation, or this Policy will not exceed the total Project Fee actually paid by the Client for the engagement giving rise to the claim, and in no event will Sierra Strategic be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for lost profits, revenue, data, or business, whether in contract, tort, or otherwise, even if advised of the possibility of such damages. This Section 16.7 does not enlarge or supersede any limitation-of-liability or warranty provisions of the Agreement, which control to the extent more specific.

16.8. Costs of enforcement. In any action or proceeding to enforce or interpret this Policy or the Agreement, the prevailing party is entitled to recover its reasonable attorneys’ fees and costs, in addition to any other relief to which it is entitled. This Section is reciprocal and applies equally to the Client and to Sierra Strategic.

16.9. Force majeure. Sierra Strategic is not liable for any delay or failure to perform to the extent caused by events beyond its reasonable control, including acts of God, natural disaster, fire, epidemic, governmental action, war, civil unrest, labor disturbance, failure or interruption of utilities, internet, hosting, or third-party services, or denial of access to or failure of any platform or service provider relied upon for delivery. An event of force majeure suspends the affected obligations for the duration of the event; it is not a breach and is not a basis for refund.

16.10. Survival. Sections 4 through 13, 14.4, 14.7, and 16 survive the expiration, cancellation, or termination of any engagement or Care Plan, together with any other provision that by its nature should survive.

16.11. Contact. All notices, billing inquiries, and requests under this Policy may be directed to Sierra Strategic Consulting LLC at:

    Sierra Strategic Consulting LLC
    2108 N Street
    Sacramento, California 95816, USA
    Email: hello@sierra-strategic.com

The foregoing address is Sierra Strategic’s valid physical postal address for all purposes, including the postal-address requirement of the CAN-SPAM Act (15 U.S.C. § 7701 et seq.). To opt out of commercial email, the Client or recipient may reply to any such message or write to hello@sierra-strategic.com, and Sierra Strategic will honor the request promptly and in any event within ten (10) business days.

Last updated: June 14, 2026. Sierra Strategic may update this Policy from time to time; the version in effect when a payment is made governs the engagement to which that payment relates.