Kontext Group’s Terms and Conditions (EN)
Last updated: 2024-08-13
1. Interpretation and definitions
Company: Kontext Group, Company Registration Number 04-09-014855 registered at Ferencesek tere 6.6., 5700 Gyula, Hungary
Client: The entity commissioning business development, sales, marketing, consulting or other services from Company.
Contract: The legally binding agreement between the Company and the Client.
Services: Scope and depth of services are specified in the proposal or in an accompanying Statement of Work.
Terms: The stipulations contained within this document.
2. Headings
Headings are for convenience only and do not affect the interpretation of these Terms.
3. Services
We will provide the Services as outlined in the Proposal, Estimate, or Quotation, adhering to relevant industry standards and data protection laws, including GDPR.
4. Basis of agreement
The Proposal and these Terms form the complete agreement between the Client and the Company. Commissioning the project signifies acceptance of these Terms. The Company’s Terms shall supersede any conflicting terms presented by the Client.
5. Proposals, quotations, and fees
All proposals and quotations made by the Company will remain valid for 15 calendar days from the date of submission.
Fees and timings quoted in proposals and quotations are estimated in accordance with the specific project requirements and any assumptions detailed in the proposal. If project objectives, requirements, timescales, or assumptions on which the quote is based change in any way, the Company reserves the right to review the fee and timings agreed.
All fees quoted will be exclusive of VAT which will be added to the fee at the appropriate rate at the time of invoicing.
If the Service proposed is on the basis of time the fee payable will be based on our standard hourly or daily fee rates as amended from time to time. Daily fees are calculated based on an 8-hour day worked from 9 am to 6 pm Stockholm timezone on weekdays (excluding Public Holidays observed by Hungary). For days or hours worked outside of the hours included in the daily fees, an overtime rate will be charged.
6. Commissioning of services
Written confirmation is required from the Client to commence a project.
7. Terms of payment
All fees associated with the Services must be paid in full and upfront by the Client upon signing this Contract. An invoice for 100% of the total agreed amount for the Services, plus any applicable VAT, will be issued by the Company to the Client upon commissioning of the project.
Payment is due immediately upon receipt of the invoice. The Company will not commence any work on the project until full payment is received. All payments must be made in EUR (euros), and the Company reserves the right to charge interest on all overdue invoices at a rate of 4% above the base lending rate of the National Bank of Hungary, accruing daily from the invoice due date until the payment date.
Failure to make the upfront payment in full will result in an immediate termination of this Contract, and the Client shall still be liable for any administrative or other costs incurred by the Company up to the point of termination.
8. Cancellation and postponements
In the event of a cancellation or postponement by the Client after the Contract has been signed and payment has been made, no refunds will be issued under any circumstances. The Client shall be liable to cover all costs, actual or committed, incurred by the Company in connection with the Contract up to the point of cancellation or postponement. In addition to these costs, the Company reserves the right to charge an additional 10% administrative fee.
If the Company has not yet commenced work on the project at the time of cancellation, the Client will still not be entitled to any refund but may negotiate for the payment to be applied to future services, at the Company’s sole discretion. Any such arrangements must be agreed upon in writing.
9. International contracts and non-sterling payments
The Company reserves the right to adjust fees based on currency exchange rates.
10. Copyright and ownership of materials
The copyright of all proposals and quotations prepared by the Company belongs to the Company. The Client agrees not to disclose any of the contents to any third party.
The copyright of any document produced by the Company as part of the service shall belong to the Company. The findings from the Company’s service may only be used, quoted, or published elsewhere with the Company’s prior written approval, and providing the information is attributed to the Company.
The Company undertakes to keep confidential all information it obtains from the client in connection with the Contract (except in the proper performance of duties).
The Company will keep all key documents and materials (including proposals, questionnaires, sampling and debrief documents) for one year after project completion. After this time they will be destroyed securely. Audio/video recordings and personal data collected as part of a research study will be destroyed securely after 3 months. If storage beyond these periods is required the Client must confirm in writing on commissioning of the Service and may be liable to additional charges.
11. Client provided materials
Where the Client supplies material or information for use in the service, they undertake that it will not infringe the copyright or other intellectual property of any other third party. The Client will indemnify the Company against any loss, damages, expenses, costs, or other claims resulting from the materials or information supplied.
The Client will be responsible for the insurance of any products or materials it supplies in the course of the Contract against accidental loss or damage until the date of their disposal or return. If the return of products or materials is required it will be at the Client’s cost and must be confirmed in writing.
12. Limitation of liability
The Company will make all reasonable effort and endeavor to ensure the accuracy of all results provided to the Client as part of the Contract. The Company does not accept any responsibility for any loss, damage, or expense arising from the use of, interpretation of, or reliance on research results, findings, analysis, or recommendations (whether written or oral) provided by the Company.
In the event of an error on the part of the Company in any documents, data, or reports supplied to the Client, the Company will take all reasonable steps to correct the error at its own expense but will not be liable for any loss or damage arising from the error.
The Company does not exclude or restrict its liability for personal injury or death as a result of the Company’s negligence.
This clause 12 will survive termination of the Contract.
13. Timings
The Company will endeavor to meet any timings specified in the Contract, however, these timings are estimates only and shall not be conditions of the Contract. The Company will not be responsible for any losses or damages arising as a result of a failure to meet any such dates.
14. Sub-contracting
The Company may at its discretion subcontract parts of the work carried out as part of the Contract to third parties.
15. Privacy and cookies
The Client agrees to the Company’s Privacy and Cookies Policy as part of these Terms.
16. General
Force majeure – the Company will be released from its obligations in the event of any circumstances outside of its control including, but not limited to, fires, floods, storms, industrial action, war, or prohibitive government regulation.
No failure or delay by the Company to exercise any right or remedy provided under these Terms or by law shall constitute a waiver of that (or any other) right or remedy, nor preclude or restrict its further exercise. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that (or any other) right or remedy. Any delay in enforcing these Terms does not constitute a waiver.
The Contract is governed by the laws of Hungary.
If any provision of the Contract is held by any court or competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of the Contract and the remainder of the provisions in question shall not be affected.
17. Amendments or Changes
The Company reserves the right to modify these Terms and Conditions at any time. Such modifications will become effective immediately upon posting to the Company’s website or notifying the Client via email. Continued engagement with the Company’s services after such changes shall constitute the Client’s consent to such changes.
18. Termination for Cause
The Company may terminate this Contract with immediate effect if the Client:
- Violates any provision of these Terms;
- Fails to make payment within 15 days;
- Becomes insolvent or enters bankruptcy.
19. Dispute Resolution
All disputes arising under this Contract shall be settled by binding arbitration in Budapest, Hungary. Both parties will bear their own costs for arbitration.
20. Warranties and Representations
The Company makes no warranties beyond those explicitly stated in this Contract. All services are provided “as-is” and the Company disclaims all warranties, either expressed or implied.
21. Data Protection
All Client data will be securely stored and processed in accordance with GDPR regulations. For more details, please refer to the Company’s Privacy Policy.
22. Non-Solicitation and Non-Compete
The Client agrees not to solicit or engage any employees, contractors, or service resources of the Company during the term of the Contract and for a period of 12 months thereafter.
The Client also agrees not to enter into direct competition with the Company in the same geographic and service markets during the Contract and for 12 months after termination.
23. Intellectual Property Rights
All intellectual property created during the project remains the exclusive property of the Company unless expressly agreed otherwise in writing.
24. Legal Fees
In the event of a dispute, the Client shall bear all costs and legal fees incurred by the Company for the enforcement of this Contract.
25. Entire Agreement
This Contract constitutes the entire understanding between the Client and the Company, superseding all prior oral agreements.
26. Survival Clause
Clauses 11 (Client Provided Materials), 12 (Limitation of Liability), 21 (Data Protection), and 24 (Legal Fees) shall survive the termination of this Contract.