Terms & Conditions
Pursuant to these Terms and Conditions, YY Consultancy Ltd, the company incorporated and acting under the laws of Hong Kong, renders the services specified in the invoice to the Customer.
1. Acceptance of Terms
The Services are offered and provided subject to your acceptance of the Terms & Conditions contained herein and all other policies (including, without limitation, Privacy Policy, Refund Policy) and procedures that can be published from time to time by YY Consultancy Ltd related to the Services, which shall be incorporated herein by reference. By receiving and using the Services, you agree to the Terms and conditions herein.
2. Changes
We may make changes to the Terms & Conditions and/or our policies and/or procedures from time to time, in our sole and absolute discretion. We will notify you of any changes to the Terms & Conditions by posting the updated Terms and Conditions on the website of YY Consultancy Ltd (https://yyconsult.hk), and we will revise the "Updated" date above. It is your responsibility to review the Terms & Conditions frequently and to remain informed of any changes to them. The then-current version of the Terms & Conditions will supersede all earlier versions. You agree that your continued receipt and use of the Services after such changes have been published will constitute your acceptance of such revised Terms and policies and/ or procedures (as applicable).
3. Definitions
3.1. Contractor – YY Consultancy Ltd, the company incorporated and acting under the laws of Hong Kong
3.2. Customer – the legal entity or natural person ordering the Services by signing an Invoice issued by the Contractor or filling in the form for payment process.
3.3. Agreement – the agreement between the Contractor and the Customer for the rendering of services in accordance with these Terms & Conditions and an Invoice.
3.4. Services – the services specified in the invoice (hereinafter the "Invoice") or upon invoicing the Customer through the paying agent.
3.5. Party to the Agreement – individually referred to as the Contractor or the Customer.
3.6. Parties to the Agreement – jointly referred to as the Contractor and the Customer.
3.7. Business Day – a day other than a Saturday, Sunday or public holiday in England.
3.8. Intellectual Property Rights – any and all rights arising under or associated with: (a) patents and similar or equivalent rights in inventions; (b) copyrights, "moral" rights and any other rights of authors or in works of authorship; (c) related rights, "moral" rights and any other rights of performers; (d) trademarks, trade names, corporate names and corporate identity; (e) trade secrets and confidential information; (f) applications for registrations of, amendment, prolongation, reissuances, update, extensions, restorations and reversions of the foregoing; and (g) all other similar or equivalent intellectual property or property rights created by any law anywhere in the world.
3.9. Invoice – a document drawn up by the Contractor in electronic form, which contains information on the list of Services for rendering to the Customer, the term of their rendering and cost, as well as current details of the Contractor for the purposes of performance of monetary obligations by the Customer under the Agreement.
4. Procedure for the entering into force of the Agreement
4.1. In the Terms & Conditions hereunder, the Contractor undertakes an obligation to render Services according to clause 3.4. of the Terms & Conditions and shall perform it subject to each Customer who applied to the Contractor for rendering Services. The publication of the text of the Terms & Conditions on the website https://yyconsult.hk at or presenting it to the Customer in any other manner shall constitute an offer by the Contractor to the Customer to enter into the Agreement on terms and conditions, specified herein.
4.2. The Agreement shall be deemed to be entered into on acceptance of the offer by the Customer. The acceptance of the offer from the Customer side shall be deemed to be an advance payment of 100% of the value of the Services as specified in the Invoice issued by the Contractor unless otherwise agreed by the Parties in writing.
4.3. By accepting the offer, the Customer fully agrees to all the provisions of the Terms & Conditions, Privacy Policy, Refund Policy without any waivers, exclusions or disclaimers.
4.4. The Terms & Conditions are not required to be drawn up on paper and signed with a handwritten signature.
5. Scope of the Terms & Conditions
5.1. Use of Services and Availability. Contractor has a right, in its sole and absolute discretion, to render the Services to anyone and for any reason based on any legal grounds.
5.2. The subject of the Terms & Conditions is rendering of the Services that are specified in the Invoice issued by the Contractor. Methods of the Services rendering, ways and channels of promotion as well as other additional information that is necessary for the Service rendering shall be defined by the Contractor on its own. The key points about the Services can be added to the Invoice by the Contractor. The Customer shall provide the Contractor with all necessary information required for rendering the Services, and any resources and materials (including pictures, video clips, banners and other audiovisual content and materials provided by the Customer and designed (including) to promote and stimulate consumer interest in the Customer's Software) required in order to render the Services by means agreed by the Parties within 3 (three) business days from the moment of Contractor's request.
5.3. The Contractor shall be entitled to engage third parties to provide the Services to the Customer.
5.4. The key points about the Services can be added to the Invoice by the Contractor.
5.5. Onboarding period. The onboarding period for the rendering of Services is 5 (five) business days after the advance payment is completed. This period is necessary for the Contractor to prepare for the high-quality rendering of Services, taking into account the specifics of the Customer's request, and therefore the actual provision of Services under the Agreement begins after the expiration of such onboarding period.
6. Rights and obligations of the Parties
6.1. The Contractor is entitled to:
6.1.1. refuse following the Customer's instructions for the rendering of Services if fulfillment thereof leads to a breach of the current legislation of England and Wales, or the legislation of the countries within whose territory the Services are rendered;
6.1.2. suspend or terminate the provision of Services under the Agreement where the Customer fails to fulfill its obligations thereof.
6.1.3. unilaterally refuse to perform the obligations under the Terms & Conditions by notifying the Customer at least 5 (five) calendar days before the date of termination of the Agreement.
6.1.4. to prolong the term of rendering the Services for the number of days of delay in case the Customer delays provision of necessary information or does not perform certain actions, stated in the clause 7.2 of the Terms & Conditions.
6.2. The Contractor is obliged to:
6.2.1. render the Services to the Customer in the extent, at the time and within the period specified in the Invoice issued by the Contractor and accepted by the Customer, subject to payment in full and subject to full compliance by the Customer with all the requirements of this Agreement;
6.2.2. ensure the confidentiality of information provided by the Customer.
6.3. The Customer is entitled to:
6.3.1. demand efficient provision of the Services from the Contractor;
6.3.2. The Customer may unilaterally refuse to perform the Agreement by notifying the Contractor at least 10 (ten) calendar days before the date of termination. In the event of a unilateral refusal by a Customer (the legal entity) of the performance of the Agreement after the commencement of the performance of the Service by the Contractor, the Contractor shall deduct a fine equal to the value of the Services paid for but not rendered due to the Customer's rejection of the Agreement.
6.4. The Customer is obliged to:
6.4.1. pay the Contractor for the Services as set out in the Invoice;
6.4.2. provide the Contractor with the information required for the provision of the Services at the Contractor's request;
6.4.3. avoid actions directed at disrupting the correct operation of the software and computer software of the Contractor and undermining network security;
6.4.4. ensure the confidentiality of information obtained under these Terms & Conditions or provided by the Contractor.
6.5. The Parties shall be liable for the failure to perform or improper performance of their obligations under these Terms & Conditions in accordance with the laws of England and Wales.
7. Payment for the Services
7.1. The cost of the Services is approved by the Contractor and is based on the Contractor's costs and amounts to:
7.1.1. the stated amount in the Contractor's price list posted on the Website of Contractor (https://yyconsult.hk), or
7.1.2. the agreed upon amount by the Parties via e-mail, messenger (Telegram, Viber, Slack, Whatsapp), or online chat on the Website of Contractor (https://yyconsult.hk).
7.2. The payment for the Services shall be made on a 100% prepayment basis on the Invoice issued by the Contractor. The payment for the Services shall be made by non-cash bank transfer based on the payment order / by transfer of funds to the Contractor's current account online / by transferring cryptocurrencies on the Contractor's account (wallet).
7.3. The Services shall be deemed to be paid for from the moment the money is received in the Contractor's account / cryptocurrencies in the Contractor's account (wallet).
7.4. The date of the payment is the date when the monetary funds are credited to the bank account of the Contractor, Contractor's current account online (wallet).
7.5. Any fees, commissions, charges, other similar expenses charged by banks, including correspondent banks, payment service provider, other credit and financial institutions, related to the execution of payment obligations under the Terms & Conditions and Invoice shall be borne by the Customer.
8. Intellectual property rights provisions
8.1. Assignment. In case of creation by the Contractor in the course of rendering the Services and during direct fulfillment of its obligations under the Agreement, since the Customer accepts, in accordance with section 6 of the Agreement, any of the results of the Services rendered by the Contractor under the Agreement, the Customer shall acquire the Intellectual Property Rights in respect of the corresponding deliverable in full, including, inter alia, the right for reproduction, distribution of the original or copies through sale or in another way of transferring ownership; renting copies, importation of copies, public performance of an original or copies; other communication to the public; translation, re-work, transmission on the air, across the wire.
The Customer's exclusive right for the Services rendered product extends to the territory of all countries in the world and lasts for the whole period of the relevant Intellectual Property Rights duration. No acceptance certificates or any other additional documents are required for the transfer of the right for the Services rendered product to the Customer.
8.2. The cost of the Intellectual Property Rights for all results of the Services rendering is included in the cost of the Services and is not subject to additional payment.
8.3. Encumbrances. The Contractor guarantees that the rights with respect to the Services rendered product created by it are not and will not be encumbered by rights of third parties or in any other way. The Contractor also guarantees that it will not allow any violation of third parties' rights in the course of Services rendering.
8.4. Third party engagement. The Contractor hereby warrants, represents and guarantees to the Customer he shall ensure the presence of duly executed by all contracting parties employment (work-for-hire) and other agreements (which provide for assignment of all legal rights to the Contractor) with each employee or contractor of the Contractor or any third party (subcontractor, freelancer, etc.) hired under a civil-law agreement fully covering the terms and conditions of their Services rendering. If any new staff member or a third party shall be asked to perform any work or service in the course of further work on the Services rendered product, the Contractor hereby guarantees that prior to commencement of such additional work or service it will execute a mutually signed agreement with such new party, which will provide assignment of all Intellectual Property Rights to the Contractor. From time to time, the Customer may ask the Contractor to provide a copy of any of the agreements mentioned in the present clause for its reference; and the Contractor hereby agrees to do so within 3 (three) business days following the request of the Customer.
The Contractor warrants that it has received from the applicable employees, contractors or third parties on the basis of civil law contracts, who are or will be authors of the Services rendered product, written documents that confirm that these employees, contractors and third parties agree to the use of the intellectual property objects produced by them without designation of their names. In the event that any of the authors of the intellectual property in the future wish to be listed as the author of the respective Services rendered product, the Contractor shall reimburse the Customer all damages (actual damages and lost profits) related to the exercise of such right by any author.