Terms of service for financial model development. Effective January 1, 2024.
1.1. This document constitutes a binding offer by Shev FZE, registered at Office C1-1F-SF12562, C1 Building, Ajman Free Zone, UAE, License No. 53890 (hereinafter referred to as the Provider), addressed to an unlimited number of persons, and contains all material terms and conditions of a services agreement (hereinafter referred to as the Agreement).
1.2. This document constitutes a public offer. Full and unconditional acceptance of this offer is deemed to occur when the Client places an order on the website https://finmodela.com (hereinafter referred to as the Website) or makes payment on an invoice issued by the Provider.
1.3. By accepting this offer, the Client confirms that they have read, agree with, and fully accept all terms and conditions of this Agreement as set forth herein.
1.4. The Provider reserves the right to amend this offer at any time. Amendments take effect upon publication on the Website. Amendments do not apply to orders paid for prior to the date of publication of such amendments.
3.1. The Provider undertakes to render financial model development services to the Client in the scope and on the terms set forth in the agreed Proposal, and the Client undertakes to pay for such services in the manner prescribed by this Agreement.
3.2. The specific scope, timelines, and cost of the Services are defined in the Proposal, which is prepared by the Provider following an analysis of the Client's requirements and submitted to the Client for approval.
3.3. The Proposal is deemed approved upon written confirmation by the Client (including by email or messenger) or upon payment of the issued invoice.
4.1. The Client places an order on the Website, completes a brief, or provides a description of the task to the Provider by other means.
4.2. The Provider analyzes the task, asks clarifying questions if necessary, and prepares the Proposal.
4.3. Once the Proposal is approved and payment is received, the Provider commences delivery of the Services.
4.4. The Client appoints a Coordinator who ensures the provision of requested data and participates in interim approvals.
4.5. The Provider may request source data from the Client necessary for developing the Model, including financial statements, contracts, price lists, accounting system exports, and other documents.
4.6. Service delivery timelines specified in the Proposal are calculated from the date of receipt of payment. Timelines may be extended by the period of any delay in the Client's provision of data.
4.7. Upon completion of the development, the Provider delivers the results of the Services to the Client and conducts a presentation of the Model (if included in the Proposal).
5.1. The cost of the Services is determined by the agreed Proposal. Prices are quoted in US Dollars. Applicable taxes, if any, are the responsibility of the Client.
5.2. Payment is due in full (100%) based on the invoice issued by the Provider, within 5 (five) business days from the date of the invoice, unless otherwise agreed by the parties.
5.3. Payment shall be made by bank transfer, wire transfer, or other agreed payment method to the account specified in the invoice.
5.4. Payment is deemed received upon crediting of the funds to the Provider's account.
5.5. The cost of the Services may only be changed after approval of the Proposal by written agreement of the parties.
6.1. Upon completion of the work, the Provider delivers the results of the Services to the Client (Model file, explanatory notes, presentation — as specified in the Proposal) and issues an acceptance certificate.
6.2. The Client shall sign the acceptance certificate or submit substantiated objections within 5 (five) business days of receiving it.
6.3. If the Client fails to return the signed acceptance certificate or submit substantiated objections within the specified period, the Services shall be deemed accepted by the Client in full.
6.4. In the event of substantiated objections, the parties shall prepare a list of comments. The Provider shall address the comments within the agreed timeframe and reissue the acceptance certificate.
7.1. Following delivery of the Model, the Provider shall provide the Client with advisory support for the period specified in the Proposal (typically 6 to 12 months from the date of the acceptance certificate).
7.2. Advisory support includes: answering questions about the structure and logic of the Model, explaining assumptions, assistance with interpreting results, and addressing comments from the Model's recipient (bank, investor, committee).
7.3. Advisory support does not include: substantial rework of the Model, changes to the business model, or addition of new modules not included in the Proposal. Such work shall be covered by a separate Proposal.
8.1. Prior to commencement of work, the Client may change the scope of the Services. The Provider shall revise the Proposal accordingly.
8.2. After commencement of work, changes to the scope are possible by mutual agreement. If changes result in an increase in the volume of work, the Provider shall prepare a supplementary Proposal.
8.3. The Provider may decline changes if they make it impossible to meet the agreed timelines or substantially alter the nature of the Services.
9.1. The parties undertake not to disclose confidential information obtained during the performance of this Agreement without the prior written consent of the other party.
9.2. Confidential information includes: the Client's source data, the content of the Model, commercial terms of the Agreement, and any information designated as confidential by either party.
9.3. Upon the Client's request, the parties shall execute a separate non-disclosure agreement (NDA) prior to the transfer of any data.
9.4. Confidentiality obligations shall remain in effect for 3 (three) years after termination of this Agreement.
10.1. All intellectual property rights in the results of the Services (the Model file) shall transfer to the Client in full upon signing of the acceptance certificate and receipt of full payment.
10.2. Until full payment is received, all intellectual property rights in the results of the Services shall remain with the Provider.
10.3. The Provider retains the right to use anonymized methodological approaches, techniques, and general principles applied in the development of the Model in its subsequent activities.
10.4. The Client shall not transfer the Model to third parties as a template for commercial use (resale of models).
11.1. The Model is a calculation tool based on assumptions and data provided by the Client. The Provider does not guarantee that the Client will achieve the financial results projected by the Model.
11.2. The Provider shall not be liable for any losses, lost profits, or investment or management decisions made by the Client or third parties based on the Model.
11.3. The Provider shall not be liable for the accuracy or completeness of the source data provided by the Client. The results of the Services are based on the data and assumptions agreed with the Client.
11.4. The Provider's total aggregate liability under this Agreement shall be limited to the amount actually paid by the Client for the Services under the relevant Proposal.
11.5. The Provider shall not be liable for decisions made by third parties (banks, investors, government authorities) based on their review of the Model.
12.1. The Client may terminate this Agreement at any time, provided that the Client pays the Provider for all costs actually incurred and Services actually rendered.
12.2. If the Client withdraws before commencement of work (before payment is received), the Agreement shall be deemed terminated without any obligations on either party.
12.3. If the Client withdraws after commencement of work, a refund shall be issued less the cost of the work actually completed, as determined by the Provider on a pro rata basis.
12.4. The Provider may terminate this Agreement in the event of a material breach by the Client of their obligations, including: failure to provide data within 30 calendar days of a request, or failure to respond for more than 30 calendar days.
12.5. In the event of termination by the Provider under clause 12.4, a refund shall be issued less the cost of the work actually completed.
13.1. Neither party shall be liable for failure to perform or improper performance of its obligations if such failure results from force majeure events, including natural disasters, acts of war, adoption of regulatory acts making performance impossible, and other circumstances beyond the reasonable control of the parties.
13.2. The affected party shall notify the other party within 5 (five) business days of the occurrence of the force majeure event.
14.1. All disputes and disagreements shall be resolved through negotiation. The response period for a formal complaint is 15 business days from the date of receipt.
14.2. If the dispute cannot be resolved through negotiation, it shall be submitted to the courts of competent jurisdiction in the UAE.
15.1. This Agreement shall be governed by and construed in accordance with the laws of the UAE.
15.2. The parties acknowledge the legal validity of correspondence by email and messenger for the purposes of agreeing terms, transferring data, and confirming results.
15.3. The invalidity of any individual provision of this Agreement shall not affect the validity of the Agreement as a whole.
15.4. The Client confirms that they possess the legal capacity and authority required to enter into this Agreement.
Shev FZE
Address: Office C1-1F-SF12562, C1 Building, Ajman Free Zone, UAE
License: 53890
Email: hello@finmodela.com