13 January, 2018

Terms and Conditions

General Terms and Conditions
GENERAL TERMS AND CONDITIONS (“GENERAL CONDITIONS”) FOR SERVICES PROVIDED BY BRIGHTMINDS CONSULTING AB (1 December 2016)
BACKGROUND
BrightMinds Consulting AB’s General Terms and Conditions regulate the relationship between BrightMinds Consulting AB, org no. 556951-5983, (“Consultant”) and the natural or legal person who, upon request for an offer, entered into an agreement with the Consultant regarding the performance of the specified services (“Client”) specified in the Offer.
1 THE ASSIGNMENT
1.1 Description of services provided by the Consultant
The Consultant shall perform and provide administrative services (“Assignment “). Such services are provided and performed remotely through so-called Virtual Assistants (“VA”).
1.2 Order
The Consultant’s services are ordered digitally by the Client on the Consultant’s website, www.brightmindsconsulting.se, through submitting an assignment request to the Consultant. The Consultant then submits a digital offer (“Offer”) specifying assignment’s scope, time period, fee and additional information from the Client, if necessary. The Offer is always subject to these Terms and Conditions, which are always a part of the contractual content between the Consultant and the Client.
The Client then signs the Offer digitally with Electronic Identification (e-legitimation). Once both parties have signed the Offer, a contract has been concluded between them (“the Contract”). The Offer therefore constitutes the Contract’s content in conjunction with the General Terms and Conditions.
1.3 Implementation of the Assignment
The Consultant shall perform the assignment in accordance with the Time Schedule presented in the Offer (“Time Schedule “). However, the implementation of the assignment in accordance with the time schedule is conditional upon the Client’s providing all the information that the Consultant may request.
The Consultant shall perform the assignment in accordance with the Terms and Conditions and the Offer, as well as the established industry practice and, furthermore, the professionalism, efficiency and care that the Client has to expect from a reputable consulting company in the business in which the Consultant operates.
2 CLIENT’S COMMITMENT
The Client shall free of charge provide the Consultant with all data and all supporting documents required for the execution of the Assignment.
The Client shall act to ensure that the Assignment can be carried out in the intended manner and at the agreed time. The Client shall without delay and, as appropriate, according to the Time Schedule, review and assess the results and reports provided by the Consultant.
If the Consultant caused delay, the Client’s commitment shall be postponed with time corresponding to at least to that for which Consultant was delayed.
The obligations of the Client include only the terms expressly stated in the Contract.
3 AMENDMENTS TO THE ASSIGNMENT
The Client is entitled to change the scope of the Assignment during the Assignment’s period. Changes to the Assignment shall always be made in writing and signed by both parties.
When changing the scope of the assignment, the fee to the Consultant shall be increased or decreased in proportion to the size of the change.
4 CONCERN’S MERCHANTABILITY RELATING TO THE CONTRACTING AUTHORITY
The Consultant is an independent party in relation to the Client and any employment relationship shall not occur between the Consultant and the Client due to the Contract. The Consultant is responsible for ensuring that the taxes and fees mandatory for consulting companies are paid to the appropriate authority. At the request of the Client, the Consultant shall provide all the necessary documentation demonstrating that the above requirements are met.
5 SUB-CONSULTANTS
The Consultant does not need the Client‘s consent to hire sub-consultants for the performance of the Assignment.
If the sub-consult is hired, the Consultant is responsible for the sub-consultant’s work as for his own work. The Consultant is also responsible for the payment to the sub-consultant. The Consultant is not entitled to compensation for additional administrative costs for the appointment of sub-consultant.
 6 TIME SCHEDULE AND REPORTING
The assignment shall be performed in accordance with the Time Schedule.
The Parties shall inform each other without delay of any circumstances that may affect the time schedule and then jointly agree on the necessary changes to the time schedule. Changes to the time schedule require a written agreement signed by both parties.
The Consultant is always entitled to a time extension of the Assignment if the Assignment’s implementation is delayed by circumstances beyond Consultant’s control. The Consultant shall, within three days of his/her knowledge of this circumstance, notify the Client in writing of such circumstance and, if possible, submit a revised Time Schedule.
7 FEE
The fee is specified in the Offer. The assignment is performed either at a fixed fee with a fixed Time Schedule or on subscription. A subscription is based on a monthly or hourly price quoted in the Offer. The minimum billing threshold is 30-minute work.
The Client shall pay the amount of value added tax in addition to compensation.
The Client is responsible for all travel expenses that may arise in connection with the performance of the Assignment. Such costs are specified in the Offer, if applicable.
8 PAYMENT
8.1 Fixed Time Schedule and fixed price
Payment for assignments on a fixed Time Schedule and at a fixed price is done against invoice sent by post or e-mail after the assignment’s implementation and delivery.
There may be cases when the time schedule extends over a longer period. If so, the Consultant reserves the right to invoice the Client on a monthly basis. If billing occurs on a monthly basis, the Consultant will only invoice the work that was actually performed during the month.
The Client must pay the invoice within ten (10) days from the invoice date. In case of late payment, the Consultant is entitled to charge a default interest rate corresponding to 12%.
8.2 Subscription
Payment for subscription assignments is done once a month.
The Client must pay the invoice within ten (10) days from the invoice date. In case of late payment, the Consultant is entitled to charge a default interest rate corresponding to 12%.
9 NYTTJANDERÄTT OCH ÄGANDERÄTT*
Allt arbetsresultat och alla eventuella immateriella rättigheter som uppkommer i samband med Konsultens utförande av Uppdraget ska tillfalla Uppdragsgivaren. Uppdragsgivaren erhåller dock inte rättigheter som innehas av Konsulten före utförandet av Uppdraget.
Konsulten ansvarar för att Konsultens arbete samt material Konsulten använder vid utförandet av Uppdraget inte utgör intrång i tredje parts immateriella rättighet.
9 RIGHT OF USAGE AND OWNERSHIP
All the work results and any intellectual property rights arising from the Consultant’s performance of the Assignment shall accrue to the Client. However, the Client does not receive rights held by the Consultant prior to the performance of the Assignment.
The Consultant is responsible for ensuring that the Consultant’s work and materials used by him/her in the performance of the Assignment do not constitute an infringement of third party intellectual property rights.
10 CONFIDENTIALITY
The Consultant undertakes confidentiality regarding the relationships during the execution of the Assignment. Information that the Client has stated to be confidential may not be brought to third parties without written consent. This commitment also applies to verbal information. The Consultant also undertakes to ensure that employees, Consultants and board members of the Consultant or its subconsultants do not pass on confidential information to third parties. It is the responsibility of that The Consultant to ensure that employees who are likely to come into contact with confidential information (and hired subconsultants) are bound to keep this information to the same extent as the Consultant under this Contract. The Consultant shall store the said information in such a way that there is no risk that third parties may get access to it.
11 FORCE MAJEURE
If implementation of party performance is prevented by any unforeseen circumstance beyond its control such as e.g. fire, war, mobilization, riots and the like, – the party is freed from damage compensation, penalties and other sanctions. If, in these circumstances, the assignment is prevented for more than two months, both parties have the right to terminate the contract with immediate effect and without any right to compensation.
 12 ENTERING THE CONTRACT AND IT’S VALIDITY
In order for the Contract to be concluded, the Offer must be signed by both parties as well as the Client ‘s approval of the General Terms and Conditions. The General Terms and Conditions are always attached. The Offer is sent to the Client for inspection and constitutes contractual content.
A party is not entitled to give over or transfer the Contract in whole or in part, or the rights or obligation thereof to another party. However, the Consultant has the right to transfer the right to payment to another party.
 13 DURATION OF THE CONTRACT AND TERMINATION
13.1 Entering the Contract
Contract is deemed to be concluded between the parties as soon as the Offer is signed.
13.2 Contract period
13.2.1 Fixed time plan
The Contract runs from the date of signature until the assignment has been completed and handed over to the Client.
13.2.2 Subscription
The Contract runs from the date of signature until either party terminates the Contract.
13.3 Notice period
Both parties are entitled to terminate the Contract with a notice period of one (1) month. If a fixed-term Contract is terminated, the Consultant is entitled to compensation for the work carried out until the termination was made.
In case of early termination of the Contract, the terminating party is entitled to compensation. Termination must be in writing.
14 INSURANCE
The Consultant shall at all times, at his own expense, hold relevant liability insurance for his work.
15 TERMINATION OF THE CONTRACT
A party has the right to immediate termination of the Contract if the other party violates the articles of the Contract and does not make any corrections – wherever possible – within 30 days from receipt of a request for it.
A party has the right to immediate termination of the Contract if the other party is bankrupt, is conducting a composition proceeding, is applying for business reorganization, is entering into liquidation, is subject to corporate reconstruction and, for this reason, can not fulfill its commitments nor can it provide adequate security for its fulfillment.
A party has also a right to immediate termination of the Contract if a party prior to or after the signature of the Contract, failed to disclose company information which is objectively of essential importance to the Contract ‘s accession and / or its continued validity.
What has been said above applies even if a party has failed to provide information required under this contract, or if the Client deliberately provided incorrect information.
16 APPLICABLE LAW AND DISPUTES
The General Terms and Conditions shall be interpreted in accordance with Swedish law. Disputes arising from the Contract shall be settled by the Swedish General Court with the Helsingborg District Court.