This document, henceforth referred to as the "Terms of Service" or "Agreement," sets forth the legal terms and conditions binding the contractual relationship between CSO Flex Solutions, herein referred to as the "Service Provider," and the entity or individual engaging the Service Provider's services, herein referred to as the "Client."
Article 1: Acceptance of Terms
1.1 By accessing, using, or engaging in the services provided by the Service Provider, the Client agrees to be bound by this Agreement in its entirety. This Agreement embodies the whole agreement between the Client and the Service Provider, superseding all prior negotiations, representations, or agreements, either written or oral, concerning the Service Provider's services.
Article 2: Description of Services
2.1 The Service Provider offers a suite of strategic consulting services including, but not limited to, strategic planning facilitation, market research, business plan development and analysis, execution support, and cybersecurity and threat intelligence services.
2.2 The specific scope, nature, and deliverables of the services to be provided shall be as outlined in the Service Proposal and Agreement ("Service Agreement") executed between the Service Provider and the Client.
Article 3: Client Obligations
3.1 The Client agrees to furnish all information and cooperation as reasonably required by the Service Provider for the execution of the services.
3.2 The Client commits to timely payment of all fees and charges accruable under this Agreement, as detailed in the Service Agreement.
Article 4: Pricing, Fees, and Payment
4.1 The fees for the Service Provider's services shall be as stipulated in the Service Agreement. The Service Provider reserves the right to amend the fees and charges from time to time, with such modifications being communicated to the Client in writing.
4.2 Payment terms shall be strictly adhered to as set forth in the Service Agreement. Failure to meet these payment terms constitutes a breach of this Agreement, subject to penalties or termination.
Article 5: Intellectual Property Rights
5.1 All intellectual property created, developed, or otherwise coming into existence as a result of or in connection with the execution of the services shall be the sole property of the Service Provider until full payment is made, at which point such intellectual property shall be assigned to the Client.
5.2 The Client acknowledges that the Service Provider retains all rights to its proprietary methodologies, techniques, and processes.
Article 6: Confidentiality
6.1 Both parties commit to maintain the confidentiality of all proprietary information and not to disclose such information to any third party without the prior written consent of the other party, except as required by law.
Article 7: Limitation of Liability and Indemnification
7.1 The Service Provider's liability under this Agreement shall be limited to the total amount of fees paid by the Client under the Service Agreement. In no event shall the Service Provider be liable for any indirect, incidental, special, or consequential damages arising out of or related to this Agreement.
7.2 The Client agrees to indemnify and hold the Service Provider harmless from any claims, damages, or expenses arising from the Client's breach of this Agreement.
Article 8: Termination
8.1 This Agreement may be terminated by either party upon material breach of the terms herein, provided that the breaching party is given notice and fails to cure such breach within a period of thirty (30) days.
Article 9: Governing Law and Jurisdiction
9.1 This Agreement shall be governed by and construed in accordance with the laws of the Republic of the Philippines. Any disputes arising hereunder shall be adjudicated exclusively in the competent courts of the Philippines.
Article 10: Dispute Resolution
10.1 Any disputes arising from or related to this Agreement shall first be attempted to be resolved through amicable negotiations. Failing which, disputes shall be resolved by arbitration in accordance with the Arbitration Law of the Philippines.
Article 11: Miscellaneous Provisions
11.1 This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior understandings.
11.2 Any notices under this Agreement shall be in writing and sent to the parties' respective addresses as outlined in the Service Agreement or as otherwise communicated.
Article 12: Contact Information
For inquiries or notices under this Agreement, the Service Provider can be contacted at hello@csoflex.com.