Terms and Conditions for Bluemarble Consulting Services
These Terms and Conditions (“Terms”) govern the provision of consulting services (“Services”) by Buzzpang Inc., a Korean company specializing in digital marketing, through its sub-business unit, Bluemarble (“Consultant”), to the client (“Client”). By engaging Consultant for Services, Client agrees to be bound by these Terms.
-
Services
1.1 Scope of Services: Consultant shall provide consulting services in the fields of product development, strategic sourcing, business development, and quality as agreed upon in the signed proposal or statement of work.
1.2 Modifications: Any changes to the scope of Services must be agreed upon in writing by both parties.
-
Engagement
2.1 Engagement Term: The term of the engagement shall commence on the date specified in the signed proposal and shall continue until the Services are completed or terminated as per these Terms.
2.2 Termination: Either party may terminate the engagement by providing 30 days’ written notice to the other party. In the event of termination, Client shall pay Consultant for all Services rendered up to the termination date.
-
Fees and Payment
3.1 Fees: The fees for the Services shall be outlined in the signed proposal or statement of work.
3.2 Invoicing and Payment: Consultant shall invoice Client as specified in the signed proposal. Client agrees to pay each invoice within 30 days of receipt.
3.3 Late Payments: Late payments will incur a late fee of 1.5% per month or the highest amount permitted by law, whichever is lower.
-
Confidentiality
4.1 Confidential Information: Both parties agree to keep confidential all information disclosed by the other party that is marked as confidential or would reasonably be considered confidential.
4.2 Use of Confidential Information: Confidential Information shall only be used for the purpose of fulfilling obligations under these Terms.
-
Intellectual Property
5.1 Ownership: Client shall own all intellectual property created specifically for Client as part of the Services. Consultant retains ownership of its pre-existing intellectual property and any general skills, know-how, and experience.
5.2 License: Consultant grants Client a non-exclusive, non-transferable license to use Consultant’s pre-existing intellectual property solely for the purpose of receiving the Services.
-
Warranties and Disclaimers
6.1 Standard of Care: Consultant warrants that the Services will be performed in a professional and workmanlike manner in accordance with industry standards.
6.2 Disclaimer of Warranties: Except as expressly provided, Consultant disclaims all warranties, express or implied, including any implied warranties of merchantability and fitness for a particular purpose.
-
Limitation of Liability
7.1 Limitation: Consultant’s total liability under these Terms shall not exceed the total fees paid by Client for the Services under the applicable proposal.
7.2 Exclusion of Consequential Damages: Consultant shall not be liable for any indirect, incidental, special, or consequential damages, including lost profits or business interruption.
-
Indemnification
8.1 By Client: Client agrees to indemnify and hold Consultant harmless from any claims, losses, damages, liabilities, including legal fees, arising out of or relating to Client’s use of the Services.
8.2 By Consultant: Consultant agrees to indemnify and hold Client harmless from any claims, losses, damages, liabilities, including legal fees, arising out of or relating to Consultant’s negligence or willful misconduct.
-
Miscellaneous
9.1 Governing Law: These Terms shall be governed by and construed in accordance with the laws of the Republic of Korea.
9.2 Dispute Resolution: Any disputes arising out of or in connection with these Terms shall be resolved through good faith negotiations. If unresolved, the disputes shall be submitted to arbitration in Seoul, Korea, in accordance with the rules of the Korean Commercial Arbitration Board.
9.3 Entire Agreement: These Terms, together with the signed proposal or statement of work, constitute the entire agreement between the parties and supersede all prior agreements or understandings.
9.4 Amendments: Any amendments to these Terms must be in writing and signed by both parties.
9.5 Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
9.6 Waiver: No waiver of any breach of these Terms shall be deemed a waiver of any subsequent breach.
By engaging Buzzpang Inc. for consulting services, the Client acknowledges that they have read, understood, and agree to be bound by these Terms and Conditions.
Buzzpang Inc.
Songpa-gu Chungmin-ro 66 Genie Center D-dong Room 4951 Seoul, South Korea ZIP 05838
TEL: 02-2157-8262(4951)
Date
July 20, 2024