Miniato Management - Version May 3rd 2024

Terms and conditions

Disruptive Selling, Centrica and Radical Reboot are trademarks and licence concepts owned by Patrick Maes. These trademarks and license concepts are licenced to Minato Management Services – BE 0737.517.130 – Jezusstraat 6 – 2000 Antwerp to be used in consulting projects on Strategy, Sales, Marketing and Service in Belgium.

Contracting and invoicing for Disruptive Selling, Centrica and Radial Reboot Projects is conducted between Minato Management Services and its clients.

1. Scope of Services

Minato Management Services ("the Consultant") agrees to provide management consulting services as outlined in the Project Mission Document, which includes strategy, sales, marketing, and customer service organization. This document, provided via email prior to the commencement of the collaboration, may detail the mission, services to be delivered, potential assets, tentative delivery timings, and the budget required for the project.

2. Extension of Scope of Services

The Consultant will deliver services and any agreed-upon deliverables in accordance with the terms outlined in the Project Mission Document. Any extension of the scope, including additional costs, must be agreed upon in writing and will be documented in emails and progress reports accepted by both the Consultant and the Client as part of the Project Mission

3. Confidentiality

Both the Consultant and the Client agree to maintain the confidentiality of all information exchanged during the engagement, unless such information is already public. Neither party will disclose any confidential information to third parties without the prior written consent of the other party, except as required by law.

4. Intellectual Property

All intellectual property rights in any materials provided as part of the services shall remain the property of the Consultant. The Client is granted a non-exclusive, non-transferable license to use such materials solely in connection with the services provided under this Agreement.

5. Data Protection

The Consultant complies with the General Data Protection Regulation (GDPR). Personal data provided by the Client will be processed only to the extent necessary for the execution of the services and will be protected against unauthorized access and processing.

6. Payment Terms

Invoices will be issued upon delivery of the services or as specified in the Project Mission Document. Payment is due within fourteen (14) days from the invoice date. Payments must be made without deduction, set-off, or withholding. Late payments will incur interest at a rate of 8% per annum. Additional costs related to late payment and recovery efforts will be charged to the Client.

7. Limitation of Liability

The liability of the Consultant in connection with the services provided shall be limited to direct damages and shall not exceed the total fees paid by the Client for the services related to the claim, up to a maximum of €100,000. Neither party shall be liable for any indirect, incidental, or consequential damages.

8. Notification of Non-Delivery

If the Client believes that the services or related assets have not been delivered as agreed, this must be communicated via registered letter to the Consultant at its corporate address at Jezusstraat 6 – 2000 Antwerp – Belgium - within eight (8) days of the invoicing date. The Consultant will then have the opportunity to undertake corrective actions within a reasonable timeframe, as detailed in a Corrective Action Document.

9. Dispute Resolution

Any disputes arising from or related to this Agreement shall be resolved through negotiation. If unresolved, disputes shall be submitted exclusively to the competent courts of Antwerp, Belgium, and governed by Belgian contract law.

10. General Provisions

This Agreement constitutes the entire agreement between the parties. No amendment or modification shall be effective unless in writing and signed by both parties. This Agreement is binding on the successors and assigns of both parties.

11. Termination

This Agreement may be terminated by either party with thirty (30) days written notice to the Consultant at its corporate address at Jezusstraat 6 – 2000 Antwerp – Belgium. Upon termination, all unpaid invoices become immediately due and payable.

12. Force Majeure

Neither party shall be liable for any failure to perform its obligations where such failure results from any cause beyond the party's reasonable control (e.g., natural disasters, acts of war, pandemic).