Terms of Service

 

Effective May 7, 2019

 

Thank You for using our services. The website www.dalanta.ee (hereinafter Website) is administrated and services are provided by Dalanta OÜ, a company incorporated and operating under the laws of the Republic of Estonia, registry code 14330221 and located Harju maakond, Tallinn, Kesklinna linnaosa, Tartu mnt 67/1-13b, 10115, e-mail info@dalanta.ee.

 

1.   Services

1.1.       Dalanta OÜ offers legal address and contact person, accounting and company formation services to the Customers (hereinafter Service or Services).  The descriptions of the Services are provided on the Website. Services can be ordered via e-mail, web inquiry or on the Website.

1.2.       By ordering our Services, the Customer is agreeing to these terms.

1.3.       Dalanta OÜ and the Customer (hereinafter referred together as the Parties) deem the Contract valid as of the moment of signature of the Contract or by paying for the Services.

1.4.       Due to Money Laundering and Terrorist Financing Prevention Act Dalanta OÜ does not provide Services to: persons included in the international sanctions list (https://www.sanctionsmap.eu/); residents from high-risk counties (http://www.fatf-gafi.org/countries/#high-risk) and politically exposed persons.

1.5.       By ordering Service or Services the Customer confirm that he/she is not qualify to be a person listed in 1.4.

 

2.   The fee

2.1.       The Customer shall pay to Dalanta OÜ for the provision of the Service the fee of based on the price list provided on the Website or according to contract (hereinafter the Fee). The Fee is not inclusive of value added tax. Dalanta OÜ is not applicable for value added tax.

2.2.       The Customer shall pay the Fee to Dalanta OÜ based on the invoices submitted by Dalanta OÜ. Dalanta OÜ shall specify on the invoices issued the operations included in the Service and performed in the period for which the invoice is issued, the amount thereof, and the amount of the Fee due

2.3.       The Customer shall pay the invoice submitted by Dalanta OÜ on the due date by transfer to the bank account specified on the invoice or via PayPal. The invoice is deemed paid when the entire amount specified in the invoice has been received on Dalanta OÜ’s bank account.

2.4.       If the Customer fails to pay the Fee in a timely manner, Dalanta OÜ may claim from the Customer an interest on arrears of 0,05 percent of the overdue amount per day for each day of the delay.

2.5.       Dalanta OÜ has the right to unilaterally amend the price list of the Services. The Customer is notified of the amendments via e-mail at least one calendar month in advance. The Customer is deemed to have accepted the amendments if it does not inform Dalanta OÜ of not accepting the amendments within 14 days. If the Customer refuses to accept the amendments, the Customer has the right to terminate the Contract of service, notifying Dalanta OÜ about this at least 7 days in advance by email.

 

3.   The rights and obligations of Dalanta OÜ

3.1.       Dalanta OÜ may not transfer the rights and obligations arising from the Contract to a third party without the Customer’s prior written consent.

3.2.       Dalanta OÜ shall refrain from disclosing to third parties any information about the Contracting Entity’s commercial activities obtained in the course of the provision of the Service without the Contracting Entity’s prior written consent. The prohibition on disclosure of information is applicable without a term and will remain applicable after the expiry or termination of the Contract.

3.3.       Dalanta OÜ keeps confidential information received from the Customer and may forward the confidential information to the authorities without approval of the Customer for complying with the disclosure obligation arising from the law.

 

4.   The rights and obligations of the Customer

4.1.       The Customer has the right to use the Services according to the terms of Services and service description.

4.2.       The Customer undertakes to refrain from using Services for an illegal or immoral purpose, including for the purpose of fraud, sending or storing illegal material.

4.3.       The Customer shall submit to Dalanta OÜ the documents and information required for the provision of the Service. The Customer shall ensure the accuracy of the documents and information submitted. If necessary, handing over of the documents may be documented.

4.4.       The Customer is obligated to inform Dalanta OÜ of the changes of contact information within 7 days.

4.5.        The Client does not have the right to assign this Contract, resell the Services or give for third parties to use.

4.6        Due to the requirements established by the Money Laundering and Terrorism Financing Prevention Act, the Client must fulfil the KYC requirements when prompted to do so and provide all requested information immediately after ordering the Services. 

5.   Force majeure

5.1.       The Parties are partly or fully exempted from the obligation to perform their duties arising from and related to this Contract if performance of the duties is prevented by force majeure. Thereat, the Parties shall implement all measures to prevent causing damage to the other Party and to ensure performance of the Contract in the maximum extent possible. The Party which would like to refer to a force majeure event to be exempted from the liability for failure to perform or improper performance of an obligation arising from the law and/or established in the Contract shall prove the occurrence of the force majeure event. For the purposes of the Contract, changes in the financial situation of a Party, poor weather conditions, increases in the wages, holidays, bankruptcy or bankruptcy cautions, or securing of an action are not deemed force majeure. The Parties shall interpret the concept of force majeure on the basis of the provisions of the Law of Obligations Act.

5.2.       The other Party shall be immediately notified of occurrence of a force majeure event in writing.

5.3.       In the event of occurrence of a force majeure event, the Parties shall agree on extending the deadlines for completion of the Work by the duration of the period during which the force majeure event was present. If the event of a force majeure event persists over two (2) calendar months, the Parties may cancel the Contract.

6.    Termination of the contract

6.1.        The Contract is concluded without a term or due to the nature of the Service is valid until the performance of the Service.

6.2.        Any Party shall have the right to unilaterally terminate the Contract without stating a reason, notifying the other Party about this in writing at least 30 working days in advance.

6.3.        Dalanta OÜ has the right to terminate the Contract extraordinarily without following the advance notice term in the following cases:
6.3.1 the Client does not pay the invoice within 30 (thirty) calendar days from the payment term at the latest;
6.3.2   the Client has provided incorrect data or failed to notify of changed contact details;

6.3.3.   the person that made an order in the name of the Client has not submitted the data required by law or has submitted false data;

7.     Registered office address and legal contact person service

7.1 Upon the expiry of the Contract the Client loses the right to use the registered office address and legal contact person service provided by Dalanta OÜ in any way or form.

7.2  The Client is obligated to change the registered office address and legal contact person in the Commercial Register and notify business partners of the change of the address on the day of expiry of the Contract at the latest. If the Client has not changed its registered office address and legal contact person in the Commercial Register within one (1) month from the expiry of the Contract, Dalanta OÜ has the right to submit an application to the Commercial Register for the deletion of the Client’s incorrect details from the Commercial Register and to claim a contractual penalty from the Client in the sum equal to annual fee for the Services.

7.3 Upon expiry of the Contract Dalanta OÜ is released from the obligation to provide Services, including receiving and processing the Client’s mail or other communications.

7.4 Dalanta OÜ has the right to destroy the received mail thirty (30) days after making electronic copies available for the Client.

7.5 Dalanta OÜ total liability for damages arising from providing registered office address and legal contact person service is limited to the amount, which equals the amount of annual Service fee paid by the Client for providing registered office address and legal contact person service.

7.6 Dalanta OÜ does not receive nor forward mailed or courier delivered parcels to its Clients.

8. The procedure of settling disputes

8.1.       The Parties aim to settle any disputes arising from the Contract by negotiations. If a dispute cannot be settled by negotiations between the Parties, the Parties may have the dispute settled at a county court pursuant to the legislation applicable in the Republic of Estonia.


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