General Terms and Conditions

1. Scope of Application

These GTC apply to all services and offers provided by ACVEX. By engaging ACVEX, the Client accepts these terms. Any deviations are valid only if agreed in writing. These terms also apply to future engagements or contract extensions.

2. Documents and Deliverables

ACVEX retains ownership and copyright of all documents provided to the Client in connection with the engagement. These documents may only be made accessible to third parties with the express written consent of ACVEX.

3. Client Cooperation

The Client agrees to provide all necessary information and materials in a timely and complete manner, to the best of the Client's knowledge and within a commercially reasonable timeframe. ACVEX may use anonymized insights from the engagement for future work, without disclosing client-specific information.

4. Acceptance

Deliverables are considered accepted if no written objections are raised within five (5) working days of delivery.

5. Fees

Unless otherwise agreed in writing, services are billed based on time and materials. Fees are exclusive of taxes. Out-of-pocket expenses and travel-related costs are invoiced separately. The Client is responsible for any local taxes or withholding and must pay the full invoiced amount.

6. Travel, Boarding, and Lodging

Travel time and necessary preparation or post-travel work are billed as working time. If ACVEX personnel face delays, waiting time, or interruptions beyond our control (e.g., local holidays, site inaccessibility), such time is also billable. Travel, accommodation, meals, and related costs (e.g., visas, insurance, transport, permits, vaccinations) are invoiced at actuals based on ACVEX's travel standards.

7. Payment Terms

Invoices are issued monthly and payable within 30 days, unless otherwise agreed. Payments must be made in full, without deductions (e.g., taxes, withholding, fees, bank charges), to ACVEX's designated account in Singapore. Late payments incur 1.5% interest per month. ACVEX may request partial or full advance payments; advance payments shall not bear interest. In case of Client cancellation or breach, ACVEX may offset advance payments against incurred losses or damages.

8. Delays

ACVEX is only in default if fixed deadlines were agreed in writing and delays are solely due to ACVEX. Events beyond our control (e.g., illness, operational disruptions, force majeure) do not constitute default. Clients must allow a reasonable extension before claiming delay.

9. Limitation of Liability

ACVEX is not liable for business outcomes, investment decisions, or strategic choices made on the basis of its services. Assessments and reports rely on historical data and stated assumptions; projections are subject to uncertainties beyond ACVEX's control. Liability exists only for willful misconduct or gross negligence, and is capped at the total fees (excluding expenses and taxes) paid for the engagement in question. Damages for indirect or consequential loss are excluded from liability.

10. Confidentiality

Both parties agree to maintain strict confidentiality regarding non-public, business-related information disclosed during the engagement, including after the engagement ends. This obligation does not apply to information that was already known to the receiving party, becomes publicly available without fault, or was independently developed. Disclosures are allowed only with written consent or where required by law.

11. Data Protection

ACVEX complies with applicable data protection laws. Personal data is processed only as needed for service delivery. The Client warrants that it has obtained all necessary rights and consents to transfer data to ACVEX. ACVEX is not liable for unlawful processing arising from the Client's failure to obtain such rights. See the Data Privacy notice.

12. Subcontracting

ACVEX may engage third parties (including subcontractors, partners, or affiliates) to perform work under this engagement, provided confidentiality and quality obligations are maintained.

13. Intellectual Property

Unless otherwise agreed, all intellectual property created during the engagement remains with ACVEX. The Client receives a non-exclusive, non-transferable right to use deliverables for internal purposes only.

14. Termination

Either party may terminate the engagement with 14 days' written notice. Services rendered up to termination will be invoiced. Prepayments for unrendered services will be refunded pro rata.

15. Governing Law and Jurisdiction

These GTC are governed by Singapore law. Disputes will be settled in the courts of Singapore.

16. Final Provisions

If any clause is found invalid, the remaining provisions remain in effect. Invalid clauses shall be replaced by valid terms that best reflect the original intent.