1. General

1.1 These General Terms and Conditions (“Agreement”) apply when purchasing services from ZAZY AGENCY AB (559351-4788) (“the Company”). The Agreement covers various types of services and products (“the Service”) provided by the Company upon order from a client (“the Client”).

1.2 By accepting a quote or initiating a service relationship, the Client is deemed to have received, read, and approved these general terms and conditions and the Privacy Policy, and is bound by the terms of the agreement.

1.3 The general terms and conditions of this Agreement constitute the entire agreement between the Client and the Company and supersede any prior agreements or understandings.

1.4 The Company and the Client are also collectively referred to as “the Parties” or individually as “Party”.

1.5 The terms apply to all Services that the Company provides to the Client, provided that there may be changes according to section 15 below, even for services offered after the initial assignment.

2. The Service

2.1 The Company offers various marketing services. Their main services include web design, web programming, web strategy, design and communication concepts, advertising on social media and Google, brand strategy, graphic design, original work, copywriting, and 3D graphics.

2.2 In addition to the aforementioned main areas, the Company also provides additional services such as web support, hosting and service contracts, digital printing, intermediation of production services, film and photography, and other services required to carry out the productions.

2.3 The Company also offers service contracts to meet the Client’s needs for updates, technical maintenance, and other advisory services related to, for example, websites. This can include protection such as backups, firewalls, and security certificates, as well as ongoing advice.

2.4 Other services that the Company may provide according to specific requests from clients are also covered by the terms of this Agreement.

2.5 After a service relationship has been initiated, a startup meeting is held to gather sufficient information to be able to carry out the Service. Continuous consultations with the Client continue until the delivery is complete. The process may vary depending on the scope of the Service. If the Client deviates from the planned timeline for the Service, the delivery of the assignment may be delayed and the schedule changed.

2.6 The Company’s services and work products are designed solely based on the circumstances, facts, and instructions presented to the Company. The Company has the right to expect that these circumstances, facts, and instructions are complete and correct.

2.7 Billing for the Service is as follows, see clause 7.

2.8 The Service includes two revisions per produced material where the provider undertakes to adjust for the client according to presented feedback. Additional revisions are billed at an hourly rate of 1250 SEK excl. VAT per hour.

3. Handling of Personal Data

3.1 Regarding the processing of personal data, see Appendix 1 to these general terms and conditions attached, Privacy Policy.

4. The Company’s Commitments

4.1 The Company has the right to take the measures deemed necessary or desirable for the provision of the Service unless the Client notifies otherwise. Reasonable costs may thereafter be charged.

4.2 The Company undertakes to provide the Service in the format ordered by the Client.

5. The Client’s Commitments

5.1 By entering into this Agreement, the Client guarantees that it is authorized to conclude the Agreement.

5.2 The Client may not use the Service in a manner that violates good practices or Swedish and international laws or regulations.

5.3 The Client may not use the Service for illegal activities.

5.4 The Client undertakes to provide feedback on the delivered product/service from the company within 30 days after the presented result. If the client does not provide feedback within these 30 days, the delivery is declared completed and accepted by the client. Any adjustments after the completed project are billed continuously per hour at a rate of 1250 SEK excl. VAT per hour.

6. Intellectual Rights

6.1 The Company guarantees that the Client has all intellectual rights to the Services delivered within the scope of the assignment. Exceptions apply in cases where the Company assists the Client in purchasing images from various image banks.

6.2 If the Client wishes to access the design file used in the production of the Product or the ongoing project, it is up to the Company to decide if this can happen. If so, the Company has the right to charge a separate fee.

7. Invoicing and Payment

7.1 Invoicing can be continuous or after the result has been delivered, depending on the scope and type of the Service. For Services of greater scope, invoicing usually occurs with a startup fee (a certain percentage of the total billing value of the Service), and then invoices are sent regularly during the project’s duration. A final invoice is sent in conjunction with the delivery of the project. Less extensive Services are invoiced after the result has been delivered. Agreed ongoing services are invoiced annually in advance unless otherwise agreed on the signed quote. Contracts are generally invoiced in advance where the first period must be paid before the contract period begins.

7.2 If the Client cannot be contacted and a month has passed, the project is terminated and the Client is invoiced for the time worked. Advance payments are not refunded if the project is terminated by the Client.

7.3 Payment must be received by the Company no later than 15 days after the invoice has been issued. Any inaccuracies in an invoice must be reported by the Client.

7.4 In case of non-payment, interest on arrears will be charged according to the interest rate prescribed by the Interest Act, from the due date until payment is received.

7.5 If the Client considers the invoice incorrect, it must be objected to before the due date has passed.

8. Confidentiality

8.1 The Parties undertake not to disclose to outsiders any information they have obtained from the other party that can be considered trade secrets, both during the validity of the Agreement and thereafter. The parties shall also take necessary measures to prevent such trade secrets from being disclosed to outsiders. Trade secrets refer to information that the party has not made publicly known or that has been made publicly known by the other party in violation of this Agreement.

8.2 If the Company is legally obligated to disclose information, the Client is deemed to have consented to such information being disclosed. This information may include, but is not limited to, invoiced amounts to the Tax Authority.

9. Availability

9.1 We handle customer and support issues on weekdays during office hours. In support cases, we aim to provide feedback on the issue within two working days.

10. Complaints and Claims

10.1 If the Client is dissatisfied with a Service for any reason and wishes to file a complaint, it should be sent to the email address mikke@zazy.se.

10.2 Complaints must be made in writing. For the complaint to be valid, the claim must be made within a reasonable time, but no later than three months after the Client became aware (or should have reasonably become aware) of the error or omission.

10.3 If the error has not been caused by the Company and also does not concern the order, any action will be charged according to the current hourly rate.

11. Contract Duration and Termination of the Agreement

11.1 The Agreement takes effect from the day the client accepts the offer and continues until the final product has been delivered.

11.2 For ongoing services (subscriptions, service contracts, campaigns, etc.), the contract term/binding period that was stated on the signed offer applies. If no contract term is stated on the signed offer, a 12-month binding period applies for ongoing services.

11.3 Ongoing services are automatically extended by the equivalent contract term presented in the signed offer if cancellation is not submitted by the client two calendar months before the current contract end date.

12. Contract Breach and Damages

12.1 If either of the Parties significantly breaches the terms of this Agreement, the other Party has the right to immediately terminate the agreement. The aggrieved party is entitled to reasonable compensation from the other party for the damage resulting from the breach of contract.

12.2 In the event of a breach of contract, the party that caused the damage must compensate for the direct damage that has affected the aggrieved party.

12.3 In no case shall the damages exceed the value of one price base amount.

13. Force Majeure

13.1 If a Party’s performance of its obligations under the Agreement is substantially prevented or hindered by a circumstance beyond the Party’s control, such as, but not limited to, legislation, staff departure, labor conflict, natural disaster, war or regulatory provisions, and whose consequences the Party could not reasonably have avoided or overcome, this shall constitute a ground for exemption from liability for delay, damages, and/or other penalties.

14. Limitations of Liability

14.1 This Agreement only regulates the relationship between the Company and its clients.

14.2 The Company is not responsible under any circumstances for the client’s lost profits, revenues, savings, goodwill, or other losses resulting from operational interruptions, loss of data, the client’s potential liability towards third parties, or indirect damage or consequential loss.

14.3 The Company is not liable for damages arising from the client’s use of the Company’s work results or advice in other matters or for purposes other than those for which they were originally intended.

14.4 The Company is not responsible for damages arising as a result of circumstances beyond the Company’s control and which could not reasonably have been foreseen at the time of acceptance of the assignment, and where the Company also could not reasonably have avoided or overcome the consequences of these circumstances.

14.5 The Company’s total and cumulative liability shall never exceed the value of one price base amount.

15. Amendments and Precedence

15.1 These general terms and conditions may from time to time be amended by the Company. These changes must be in writing to be valid.

15.2 If the Company has specified special conditions in relation to an assignment or part of an assignment, these conditions shall take precedence over the general terms and conditions if and to the extent that the conditions are incompatible with each other.

16. Applicable Law and Dispute Resolution

16.1 These general terms and conditions, together with any specific conditions for the assignment, and all issues arising from them, the Company’s assignment, and services, shall be governed by and interpreted in accordance with Swedish law.

16.2 Any dispute arising from these general terms and conditions, any specific conditions for the assignment, our assignment, or our services, shall be finally settled by arbitration according to the Arbitration Rules of the Arbitration Institute of the Stockholm Chamber of Commerce. Simplified arbitration shall be used to the extent possible, and an arbitrator, appointed by the institute, shall be involved. The arbitration shall be held in Gothenburg, and the official language of the proceedings shall be Swedish.

16.3 The arbitration according to section 16.2, and all information that emerges or is exchanged during the proceedings, including any decisions or arbitral awards issued, shall be treated confidentially and may not be disclosed to a third party without the express consent of the counterpart. However, a party may disclose such information to protect its rights against the other party or an insurer, or if the party is obligated to do so under mandatory law, regulation, or stock exchange rules.

16.4 Notwithstanding what is stated in section 16.2, the Company has the right to initiate legal proceedings to collect payments of undisputed claims in courts having jurisdiction over you or any of your assets.

17. Invalidity of Terms

17.1 Should any term of this Agreement or part thereof be found invalid, it shall not result in the Agreement as a whole being invalid. The parties undertake to seek adjustment as far as possible concerning the invalidity of terms.

ZAZY AGENCY AB
Business Registration Number: 559351-4788 (Sweden)
Last updated: 2022-06-15