Terms of Service | Dillon Luxury Brands

Last Updated: November 12, 2026

Introduction

Welcome to Dillon Luxury Brands LLC, a Nevada limited liability company (“Dillon Luxury Brands,” “we,” “us”). These Terms of Service (“Terms”) govern your access to and use of our consulting services, website, content, and applications (collectively, the “Services”). By engaging our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms.

Company Overview

Dillon Luxury Brands provides premium consulting services to high-end restaurants and casino dining establishments. Our Services include, but are not limited to, menu development, operational strategy, design consultation, staff training, culinary innovation, and casino dining experience optimization.

Service Agreement

Scope of Services

Services will be provided as outlined in the specific Statement of Work (“SOW”) or Consulting Agreement executed between Dillon Luxury Brands and the Client
Any modifications to the scope must be agreed upon in writing
Dillon Luxury Brands reserves the right to determine the appropriate methods and approaches to achieve the agreed-upon outcomes

Client Responsibilities

Provide accurate, complete information necessary for effective service delivery
Secure necessary permissions and access to facilities, staff, and information
Designate authorized representatives empowered to make decisions
Review and provide feedback on deliverables within specified timeframes
Maintain appropriate security and confidentiality measures
Ensure proper licensing and regulatory compliance in your operations

Intellectual Property

All pre-existing intellectual property (“IP”) remains the property of its original owner
Materials, concepts, strategies, and recommendations developed by Dillon Luxury Brands during the engagement remain the property of Dillon Luxury Brands
Client receives a non-exclusive, non-transferable license to use deliverables for internal business purposes
Implementation rights are specified in the applicable SOW or Consulting Agreement
Custom recipe development IP ownership is addressed in project-specific agreements
No rights to Dillon Luxury Brands’ proprietary methodologies or frameworks are granted

Payment Terms

Fee Structure

Consulting fees are detailed in applicable SOW or Consulting Agreement
We may employ project-based, hourly, retainer, or success-based compensation models
Special services may incur additional charges as agreed upon in writing

Invoicing and Payment

Invoices will be issued according to the schedule specified in the SOW
Payment terms are net 30 days unless otherwise specified
Late payments may incur interest at 1.5% per month
Unpaid balances may result in suspension of Services
Client is responsible for all applicable taxes except those based on Dillon Luxury Brands’ income

Expenses

Travel, accommodation, and other project-related expenses will be billed separately as incurred
Expenses exceeding $1,000 require prior written approval
All expenses will be documented with appropriate receipts
Per diem rates apply for meals and incidentals according to current company policy

Confidentiality

Confidential Information

Both parties agree to maintain the confidentiality of proprietary business information
Confidential information includes, but is not limited to, business plans, financial data, operational details, proprietary recipes, vendor relationships, customer data, and marketing strategies
Special provisions apply to casino high-roller and loyalty program data
Additional security measures apply to gaming-related operations

Permitted Disclosure

Information may be disclosed to employees or contractors with a need to know
All recipients must be bound by confidentiality obligations no less strict than these Terms
Disclosure may be permitted as required by law or regulatory authorities
Casino-specific information may be subject to additional regulatory disclosure requirements

Term of Confidentiality

Confidentiality obligations survive termination of Services
Recipe and culinary IP confidentiality extends for five years post-engagement
Operational strategy confidentiality extends for three years post-engagement
Client lists and general engagement details remain confidential for two years

Case Studies and References

Case Study Development

Dillon Luxury Brands may request permission to develop case studies showcasing project success
Client approval will be obtained in writing prior to any public use
Client has the right to review and approve all content prior to publication
Client may restrict certain sensitive information from being included

Reference Permissions

Dillon Luxury Brands may request to use Client’s name and logo as a reference
Written permission will be obtained prior to any reference use
Client may specify the context and manner in which references are permitted
Client may withdraw reference permission with 30 days’ written notice

Referral Relationships

Disclosure of Relationships

Dillon Luxury Brands maintains referral relationships with various vendors, suppliers, and service providers
We may receive compensation for referring clients to these partners
All referral relationships are disclosed at the time recommendations are made
Client is under no obligation to engage recommended partners

Compensation Transparency

Upon request, we will disclose the nature and amount of any referral compensation
All recommendations are made primarily based on client needs, not compensation potential
Referral fees never exceed fair market value for the services rendered
We maintain documentation of all referral relationships and compensation arrangements

Term and Termination

Term

The term of Services is specified in the applicable SOW or Consulting Agreement
Ongoing services may be structured as renewable engagement periods

Termination for Convenience

Either party may terminate Services with 30 days’ written notice unless otherwise specified
Client remains responsible for payment of all Services rendered prior to termination
Early termination fees may apply as specified in the SOW or Consulting Agreement

Termination for Cause

Either party may terminate immediately upon material breach if not cured within 15 days of written notice
Dillon Luxury Brands may terminate immediately for non-payment, unethical business practices, or illegal activities
Client may terminate immediately for material breach of confidentiality or significant service failure

Post-Termination Obligations

Confidentiality obligations continue after termination
All outstanding payments become immediately due upon termination
Return or secure destruction of confidential information may be required
Final reports and transition support may be provided as specified in the SOW

Limitation of Liability

Service Warranty

Dillon Luxury Brands warrants that Services will be performed in a professional manner
No guarantee of specific business outcomes or results is provided
Industry-standard methodologies and best practices will be employed

Disclaimer of Warranties

EXCEPT AS EXPRESSLY STATED, ALL SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND
NO IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE APPLY
NO GUARANTEE OF SPECIFIC FINANCIAL RESULTS OR REGULATORY OUTCOMES IS PROVIDED

Liability Cap

Dillon Luxury Brands’ liability shall not exceed the amounts paid for Services during the preceding six months
Neither party shall be liable for any indirect, incidental, consequential, or punitive damages
Additional limitations may apply as specified in the SOW or Consulting Agreement

Regulatory Compliance

Gaming Regulations

Casino-related Services comply with applicable gaming commission regulations
Client remains responsible for all regulatory compliance within their operations
Dillon Luxury Brands does not provide legal advice regarding regulatory matters
Engagement with casino establishments may require additional compliance documentation

Food Service Regulations

Recommendations comply with applicable health department and food safety regulations
Client is responsible for implementation in compliance with local regulations
Dillon Luxury Brands does not assume responsibility for ongoing regulatory compliance
Health inspection preparation Services require separate regulatory acknowledgments

Alcohol Service

Liquor license and alcohol service recommendations are provided for guidance only
Client maintains responsibility for all alcohol regulatory compliance
Responsible Service of Alcohol protocols may be recommended but remain Client’s responsibility to implement

Data Processing Agreement

Data Controller and Processor Relationship

For purposes of applicable data protection laws, Client is the Data Controller and Dillon Luxury Brands is the Data Processor
We process data solely for the purpose of providing the Services as directed by the Client
We implement appropriate technical and organizational security measures
All data processing activities are documented in compliance with regulatory requirements

Data Protection Compliance

We maintain compliance with applicable data protection regulations, including GDPR where applicable
We process Client data only within jurisdictions with adequate data protection laws
We will assist Client with data subject access requests relating to Client’s customers
We will notify Client promptly of any data breach affecting Client data
We conduct regular data protection impact assessments for high-risk processing activities

International Data Transfers

Data transfers to countries without adequate protection include additional safeguards
Standard Contractual Clauses or other approved transfer mechanisms are implemented
We maintain a record of all international transfers of personal data
Special provisions apply for transfers of gaming patron data across jurisdictions
Middle Eastern and Asia-Pacific operations may be subject to additional data localization requirements

Retention and Deletion

We retain Client data only for as long as necessary to provide Services
Upon termination, we will return or securely delete Client data as directed
Data retention schedules comply with industry standards and regulatory requirements
Backups containing Client data are managed according to defined retention schedules
Cryptographic deletion methods are used where appropriate

Insurance and Indemnification

Insurance Coverage

Dillon Luxury Brands maintains professional liability insurance with coverage appropriate to the Services provided
Coverage includes errors and omissions with minimum limits of $2,000,000 per occurrence
We maintain general liability insurance with minimum limits of $1,000,000 per occurrence
Certificates of insurance will be provided upon request
Client may specify additional insurance requirements in the SOW for specialized casino or high-value restaurant projects

Indemnification by Dillon Luxury Brands

We will defend, indemnify, and hold Client harmless from claims arising from:
- Our negligent acts or omissions in performing the Services
- Our breach of these Terms
- Infringement of third-party intellectual property rights by our deliverables
- Violation of applicable laws by our personnel
Indemnification is contingent upon prompt notification of claims
We reserve the right to control the defense of any indemnified claim

Indemnification by Client

Client will defend, indemnify, and hold Dillon Luxury Brands harmless from claims arising from:
- Client’s negligent acts or omissions
- Client’s breach of these Terms
- Use of deliverables in a manner not authorized by these Terms
- Client-provided materials that infringe third-party rights
- Implementation of our recommendations in a manner inconsistent with our guidance

Indemnification Process

The indemnified party must promptly notify the indemnifying party of any claim
The indemnified party must cooperate in the defense of any claim
The indemnifying party has the right to control the defense and settlement
No settlement affecting the indemnified party may be made without their consent
The indemnified party may participate in the defense with their own counsel at their expense

Non-solicitation

Employee Non-Solicitation

During the term of Services and for one (1) year thereafter, neither party shall directly solicit, recruit, or hire any employee or contractor of the other party
This restriction applies to employees or contractors who were involved in the provision or receipt of Services
General job postings or advertisements not specifically targeted at the other party’s employees are not considered solicitation
This provision does not apply if an employee independently approaches the other party without solicitation
Special provisions apply for culinary and hospitality professionals in limited-talent markets

Client Non-Solicitation

Dillon Luxury Brands agrees not to solicit services to Client’s direct competitors within the same geographic market for the duration of the engagement plus six (6) months
This restriction applies only to competitors specifically identified in the SOW
Geographic limitations typically apply to a 10-mile radius for urban locations or 25-mile radius for rural locations
Casino property non-solicitation restrictions are determined on a case-by-case basis due to regulatory considerations
Client agrees not to solicit Dillon Luxury Brands’ other clients for the purpose of offering competing consulting services

Remedies for Breach

Parties acknowledge that breach of non-solicitation provisions may cause irreparable harm
In addition to other available remedies, the non-breaching party may seek injunctive relief
Liquidated damages for employee solicitation breach shall be equal to 50% of the employee’s annual compensation
Each instance of solicitation constitutes a separate breach subject to separate remedies
Clients operating in multiple geographic locations may negotiate modified non-solicitation terms

Change Management Process

Scope Change Requests

All changes to project scope, deliverables, or timelines must be documented in a Change Request
Either party may initiate a Change Request by providing written notice to the other party
Change Requests must include detailed description of the change, rationale, and expected impact
No work on changes will commence until the Change Request is approved by both parties
Emergency changes may follow an expedited process but must be documented retroactively

Impact Assessment

Upon receipt of a Change Request, Dillon Luxury Brands will conduct an impact assessment
Impact assessment will address effects on:
- Project timeline
- Resource requirements
- Fee structure
- Deliverables
- Dependencies with other work streams
Assessment will be provided to Client within five (5) business days unless otherwise specified

Change Request Approval

Both parties must approve Change Requests in writing
Approval constitutes an amendment to the original SOW
Client approval must come from authorized representatives identified in the SOW
Approved changes become part of the project scope and are subject to these Terms
A revised project plan will be provided within five (5) business days of approval

Fees for Changes

Changes that affect project scope or effort may result in additional fees
Fee adjustments will be clearly outlined in the Change Request
Minor changes that do not materially affect overall effort may be accommodated without fee adjustment
Changes requiring additional staffing or specialized expertise may incur premium rates
Rush changes requiring expedited delivery may incur additional charges

Acceptance Criteria

Deliverable Standards

All deliverables will meet the specifications and standards outlined in the SOW
Industry best practices and professional standards apply to all work products
Deliverables will comply with applicable regulatory requirements
Quality assurance reviews will be conducted prior to submission
Each deliverable will include mutually agreed-upon acceptance criteria

Review Process

Client shall review each deliverable within ten (10) business days of receipt unless otherwise specified
Client shall provide written notice of acceptance or rejection with specific details of any deficiencies
Failure to provide notice within the review period constitutes acceptance
Acceptance cannot be unreasonably withheld or delayed
Partial acceptance may be provided for multi-component deliverables

Rejection and Remediation

If Client rejects a deliverable, written notice must specify the deficiencies in reasonable detail
Dillon Luxury Brands shall use commercially reasonable efforts to remedy deficiencies
Remediated deliverables will be resubmitted within a mutually agreed timeframe
Client shall review resubmitted deliverables within five (5) business days
The remediation process may be repeated until acceptance or termination

Dispute Resolution for Deliverables

If parties cannot agree on whether a deliverable meets acceptance criteria:
- Parties will escalate to senior management for resolution
- An independent third-party expert may be engaged to evaluate compliance
- Expert determination shall be binding on both parties
- Expert fees shall be shared equally unless the expert determines otherwise
Resolution of acceptance disputes shall not unduly delay project timelines

Service Level Agreements

Availability and Response Times

Dillon Luxury Brands will be available during standard business hours (9:00 AM – 5:00 PM in Client’s primary time zone) Monday through Friday, excluding holidays
After-hours support is available for restaurant openings, special events, or emergencies as specified in the SOW
Response time commitments:
- Emergency issues: Within 2 hours during business hours, 4 hours outside business hours
- High-priority issues: Within 4 business hours
- Standard inquiries: Within 1 business day
- General questions: Within 2 business days
Casino operations may require 24/7 availability with custom SLAs defined in the SOW

Support Channels

Support is available via phone, email, and video conference
A dedicated consultant will be assigned as specified in the SOW
Escalation procedures are defined for urgent matters
On-site support is available as specified in the SOW or by separate agreement
Support requests should be directed to the designated point of contact

Issue Classification

Emergency: Critical issues that prevent core business operations
High Priority: Significant issues impacting business but with workarounds available
Standard: Issues affecting non-critical operations
General: Questions, clarifications, or enhancement requests
Classification may be adjusted by mutual agreement based on actual impact

Performance Metrics

Key performance metrics will be established and monitored as defined in the SOW
Regular reports will be provided on service performance
Quarterly service reviews will evaluate SLA compliance
Continuous improvement targets will be established for long-term engagements
Service credits may apply for sustained failure to meet critical SLAs as specified in the SOW

Subcontractor Usage

Right to Subcontract

Dillon Luxury Brands may engage subcontractors to assist in providing the Services
Specialized services may be subcontracted to subject matter experts (culinary specialists, design firms, etc.)
We maintain the right to determine appropriate resource allocation, including use of subcontractors
Client may request to review subcontractor qualifications prior to engagement
Specific subcontractor restrictions may be negotiated in the SOW for highly sensitive projects

Subcontractor Management

Dillon Luxury Brands remains fully responsible for all work performed by subcontractors
All subcontractors are bound by confidentiality terms no less protective than these Terms
We manage all subcontractor relationships, including payment and deliverable quality
Client shall not directly manage or instruct subcontractors without prior agreement
We maintain appropriate agreements with all subcontractors protecting Client interests

Subcontractor Qualifications

All subcontractors are vetted through our quality assurance process
Subcontractors with specialized restaurant or casino expertise are selected based on relevant experience
Background checks are conducted for subcontractors with access to sensitive information
Subcontractors adhere to the same professional standards as Dillon Luxury Brands personnel
Specialized certifications or qualifications are verified when required for specific Services

Disclosure Requirements

Key subcontractors who will have significant project involvement will be disclosed to Client
Client will be notified of any material changes to key subcontractor arrangements
Subcontractors requiring physical access to Client premises will be identified in advance
We will provide subcontractor information necessary for Client’s vendor management processes
Special disclosure requirements may apply for casino projects due to regulatory requirements

Taxes and Withholdings

Tax Responsibility

Client is responsible for all applicable taxes, duties, and fees except Dillon Luxury Brands’ income taxes
Consulting fees do not include applicable taxes unless specifically stated
Sales, use, value-added, and similar taxes will be separately itemized on invoices
Client shall provide valid tax exemption certificates if claiming exempt status
Cross-border Services may incur additional tax obligations as outlined in this section

International Tax Considerations

For international clients, withholding tax responsibilities will be determined by applicable tax treaties
Client shall provide documentation of any required withholding taxes
If withholding is required, Client shall provide official tax receipts
Fees may be adjusted to account for withholding taxes as specified in the SOW
Client shall assist with documentation required for Dillon Luxury Brands to claim foreign tax credits

Tax Compliance Documentation

Both parties shall provide reasonably requested documentation for tax compliance
W-9, W-8BEN, or similar forms will be provided as required
VAT registration numbers will be exchanged for Services subject to VAT
Tax identification information will be kept confidential and used solely for compliance purposes
Updated tax documentation will be provided upon reasonable request

Tax Audit Cooperation

Parties agree to cooperate reasonably in the event of a tax audit
Each party remains responsible for its own compliance with tax laws
Neither party is responsible for the other’s tax compliance
Notification of tax audits affecting the other party shall be provided promptly
Records supporting tax positions will be maintained according to applicable retention requirements

Specific Deliverable Format

Digital Deliverables

Standard deliverables will be provided in digital format
Documents will be delivered in PDF and editable formats (DOCX, XLSX, PPTX) as appropriate
Large files will be securely transferred via encrypted channels
File naming conventions will follow Client specifications if provided
Digital assets will be compatible with industry-standard software

Physical Materials

When applicable, physical deliverables will be professionally presented
Menu prototypes, design mockups, and similar materials will be produced to professional standards
Shipping and handling costs for physical deliverables will be billed to Client
Risk of loss for physical deliverables transfers upon delivery to Client
Client may request specific production specifications for physical deliverables

Visual Presentation

Presentations will be professionally designed according to agreed-upon branding
Charts, diagrams, and visual aids will be clearly labeled and annotated
High-resolution images will be provided for marketing materials
Restaurant visuals will meet hospitality industry professional standards
Casino-specific materials will comply with gaming authority requirements

Documentation Standards

All deliverables will include:
- Title page and table of contents for documents exceeding 10 pages
- Page numbers and date of preparation
- Version control information
- Confidentiality notices as appropriate
- Attribution of sources and research
Executive summaries will be provided for comprehensive reports
Appendices will contain supporting information, methodologies, and technical details
Implementation guides will include detailed step-by-step instructions
Source files for custom-developed materials will be provided if specified in the SOW

Contract Address Updates

Contact Information Changes

Either party may update their contact information by providing written notice to the other party
Notice of contact information changes does not require a formal amendment to these Terms
Updated information becomes effective upon confirmation of receipt by the other party
Address updates shall be provided at least fifteen (15) days prior to the effective date
Emergency contact information shall be updated immediately upon any change

Authorized Representatives

Either party may designate or change authorized representatives by written notice
Authorized representative changes shall include:
- Name and title of new representative
- Scope of authority
- Effective date of authorization
- Contact information
Changes to key authorized representatives may require transition meetings

Notice Distribution

Parties shall maintain distribution lists for various notice types:
- Legal and contractual notices
- Billing and financial communications
- Operational updates
- Technical information
Distribution lists may be updated without formal amendment
Notice shall specify the applicable distribution categories

Documentation of Changes

All contact and address updates shall be confirmed in writing
A record of contact information changes shall be maintained
Current contact information shall be reviewed at regular intervals
Changes affecting billing information require verification procedures
Historical contact information shall be retained for record-keeping purposes

Dispute Resolution

Good Faith Resolution

Parties agree to attempt good faith resolution of any disputes
Senior management of both parties shall meet to discuss resolution prior to formal proceedings
Mediation may be required before litigation or arbitration

Mediation

If direct resolution fails, parties will engage a mutually agreed third-party mediator
Mediation fees will be shared equally unless otherwise agreed
Mediation location will be Las Vegas, Nevada unless otherwise agreed

Arbitration

If mediation fails, disputes shall be resolved by binding arbitration
Arbitration shall be conducted by the American Arbitration Association
Arbitrator’s decision shall be final and binding on both parties
Each party shall bear its own costs and attorney’s fees

Governing Law

These Terms shall be governed by the laws of the State of Nevada without regard to conflict of law principles
Venue for any proceedings shall be Clark County, Nevada
Special provisions apply for international clients as specified in project documentation

General Provisions

Force Majeure

Neither party shall be liable for delays caused by circumstances beyond reasonable control
Affected party shall promptly notify the other and resume performance as soon as possible
Prolonged force majeure events (>60 days) may allow termination without penalty

Relationship of Parties

Dillon Luxury Brands is an independent contractor, not an employee or partner of Client
Neither party has authority to bind the other
No joint venture or agency relationship is created by these Terms

Assignment

Client may not assign rights or obligations without prior written consent
Dillon Luxury Brands may assign to an affiliate or successor entity
These Terms bind and benefit the parties and their permitted successors and assigns

Entire Agreement

These Terms, along with the applicable SOW or Consulting Agreement, constitute the entire agreement
All prior discussions and representations are superseded by these written Terms
Modifications must be in writing and signed by both parties

Severability

If any provision is found unenforceable, the remaining provisions remain in effect
Unenforceable provisions shall be modified to reflect original intent to the extent possible

Notices

All notices must be in writing and delivered via email with confirmation, certified mail, or courier
Notices to Dillon Luxury Brands must be sent to:
- Dillon Luxury Brands LLC
- c/o Northwest Registered Agent, 732 S 6th St, Ste N
- Las Vegas, NV 89101
- Email: Hello@DillonLuxuryBrands.com

Survival

Provisions regarding confidentiality, intellectual property, payment, warranties, liability, and dispute resolution survive termination

Text Messaging Program

Program description. Dillon Luxury Brands LLC sends text messages to people who opt in through the forms and booking pages on dillonluxurybrands.com, or who text us first. If you choose non-marketing messages, you may receive replies to your consulting inquiry, consultation and meeting confirmations and reminders, scheduling updates, project updates, and billing notices. If you choose marketing messages, you may receive service news and announcements of new consulting offerings. Agreeing to receive text messages is not a condition of purchase.

Opting out and getting help. You can cancel the SMS service at any time. Just text “STOP” to 1-888-528-5953 or (480) 945-2600. After you send the SMS message “STOP” to us, we will send you an SMS message to confirm that you have been unsubscribed. After this, you will no longer receive SMS messages from us. If you want to join again, just sign up as you did the first time and we will start sending SMS messages to you again. If you are experiencing issues with the messaging program you can reply with the keyword HELP for more assistance, or you can get help directly at Hello@DillonLuxuryBrands.com or 1-888-528-5953.

Carriers. Carriers are not liable for delayed or undelivered messages.

Message frequency and rates. As always, message and data rates may apply for any messages sent to you from us and to us from you. You will receive up to 12 messages per month, depending on your inquiry, your engagement, and the messages you chose. If you have any questions about your text plan or data plan, it is best to contact your wireless provider.

Privacy. If you have any questions regarding privacy, please read our privacy policy: https://dillonluxurybrands.com/privacy-policy/

Acceptance

By engaging our Services, signing a Statement of Work, or Consulting Agreement, you acknowledge that you have read, understood, and agree to these Terms of Service.

Dillon Luxury Brands
1-888-528-5953
Hello@DillonLuxuryBrands.com
DillonLuxuryBrands.com