Terms and Conditions

General Terms and Conditions

General Business Terms and Conditions (“GTT”) of the ASSIO LEX LLC  company
(attachment to the Contract on the provision of services with regard to the registered seat and the related administrative services)

Definition of terms

1. Provider - ASSIO LEX LLC, having its registered seat at  Tbilisi, Besiki 4, Company ID number 404599047.
2. Client - individual or entity which uses the services of the Provider upon the basis of a Contract on the provision of services with regard to the registered seat and the related administrative services.
3. Contract - written Contract on the provision of services with regard to the registered seat and the related administrative services, as entered by and between the Provider and the Client.
4. Client's representative - individual (businessperson) or member of a statutory body of a legal entity or a person appointed by them to sign the Contract upon the basis of a power of attorney, who signed the Contract on behalf of the Client.
5. Programme - strictly defined series of services provided by the Provider, including the scope and price; the services are stipulated in the Contract on the provision of services with regard to the registered seat and the related administrative services.
6. Price list - current overview of prices of the services offered by the Provider, as posted on the premises of the Provider and its website https://www.tbilisivirtualoffice.com. The Provider reserves the right to update the Price list on a regular basis.
7. Establishment of registered seat - the use by the Client of any of the Provider's addresses for the purpose of the incorporation of the registered seat or place of business in the Commercial Register and the Trade Register. It does not entail the Client's right to actually use the premises.
8. Tax document - Invoice (tax document) issued as a PDF document and sent to the Client's e-mail given in the Contract.

Basic provisions

1. The Provider is either the owner or a business partner of the owner of the premises offered. In the case of the lease of the premises an unlimited-term lease contract is entered into with the owner of the real estate property, whereby the owner of the real estate property agrees with the stated purpose of use of the non-residential premises in question.
2. The Client is entitled to establish his registered seat or establishment at the address referred to in the Contract; for the purpose of this procedure the Provider shall give its consent with the establishment of the company's registered seat or establishment which is necessary for the Commercial Register and Trade Register incorporation. The Provider is obliged to provide to the Client the aforementioned consent, within 15 days, after the Contract has been signed and the first payment has been made.
3. The Provider is obliged to carry out or enable the carrying out of all steps, tasks and signage related to the establishment and operation of the Client's registered seat or establishment.
4. The Client acknowledges the fact that the establishment of the registered seat at the address referred to in the Contract on the provision of services with regard to the registered seat and the related administrative services shall not entail any right to have access to the premises beyond the scope of the agreed-upon framework and that the Client is not entitled to post any signage and technical markings or store any moveable assets on the premises.
5. The scope of services included in the Programme is determined by the Client's request as stipulated in the Contract on the provision of services with regard to the registered seat and the related administrative services. Pursuant to a separate oral or written agreement entered by and between the Client and the Provider, ad-hoc services can be agreed upon which are not referred to in the Provider's general offer, including the price for these services (e.g. the lease of a conference room). In this case the services shall be paid in advance.
6. The Client is entitled to request changes to the scope and settings of the services via the communication channels referred to in the Contract. In the case of any doubt, the last available written request shall prevail. In the event of any change not affecting the price for the Programme, the Provider shall make the requested change without an undue delay; in the case of price-affecting changes the Provider shall make the change as at the last day of the prepaid period, or as agreed upon with the Client.
7. The Client is obliged to immediately notify the Provider in the case of any changes to the Client's identification, invoicing and contact information or preference of communication channels, which are likely to affect the provision of the services and the invoicing of these services. Should the Client fail to do so, the Provider is entitled to suspend the provision of the services or to reserve the right not to guarantee the completeness of the services provided.
8. The Client is obliged to notify the Provider in case of any changes in written form. The Provider does not take responsibility In a situation caused by stating incorrect or outdated information by the Client. The Provider shall make the changes immediately, up to 30 calendar days of notification of the change.
9. The Provider especially undertakes to inform the Client in advance of all circumstances preventing the partial or full provision of the services. Said notice shall be sent to the Client by e-mail.
10. The Client is obliged to immediately notify the Provider in writing about faulty, restricted or suspended provision of the services ordered or any other faults attributable to the Provider. The Provider undertakes to remedy any faults on its part within five business days, unless prevented to do so by objective reasons or adverse circumstances.
11. The assertion of a claim pursuant to the above section shall not affect the amount and due dates of the agreed-upon price for services. The Client is not entitled to set off their claims (if any) against the Provider's claims arising out of the Contract. The Client acknowledges the fact that the Provider is obliged to compensate the damages incurred by the Client with regard to the failure to provide the agreed-upon services or with regard to faulty provision of said services, which compensation shall not exceed GEL 50 (say: fifty lari).

12. The volume of services provided may be reduced from the date in the exceedance of the standard volume in the reference period until the end of that period. The observed period corresponds to one calendar month for all older and current service users.
    1.    Within the Mailbox Receipt Service, the Provider is entitled to send to the User, upon receipt of the consignments exceeding the limit of 100 pcs of Received Messages / Month, a summary report that he has received a given number of shipments, but the Provider is not obliged to notify the Client about Individual shipments in a piece, namely and specifically. In this case, we can offer a transfer to a higher service.
    2.    Within the Providing a telephone line service, the Provider is entitled to require the User to switch to a higher service within the telemarketing offer or to limit the service to the User when exceeding this limit after accepting more than 30 calls per month for Users in the reference period.

13. The Client hereby authorizes the Provider to collect and use data provided by the Client for purposes related to the provision of the services and marketing activities of the Provider. The Provider is obliged to process the personal data of the Client in full compliance with the applicable provisions of act, on personal data protection and on changes to some acts, as amended. The Provider is entitled to make available the data of the Client to its subcontracts, a group of clients to whom the data may be provided pursuant to the Client's consent, as well as to competent state authorities.
14. The Provider is authorized to get and save a copy of identity ard or passport of the User (or the representative person) - exclusively for the needs of the Provider. With this copy of the Provider will not dispse in any way, and uses it only for their own purposes to identify the Client.

Obligations of the Provider

1. In the course of the provision of the agreed-upon services, the Provider undertakes to accept deliveries and post for the Client and handle them in a manner referred to in the Contract.
2. The Provider is not obliged to accept cash on delivery delivery or deliveries which entail other compensations, unless otherwise arranged with the Client on an individual basis. The Provider shall not accept any objects weighing more than 5 kg; larger than 45 cm (any dimension) or larger than 0.03 cubic metres; or deliveries containing hazardous objects; live animals or short-lived goods. The Provider is entitled to return, at its sole discretion, any items not picked up by the Client or refuse acceptance of any quantity of articles of mail which the Provider finds excessive (e.g. where the total of dimension values (width, length, depth) exceeds 160 cm, or items weighing more than 5 kg) or refuse the acceptance of deliveries which are found by the Provider to be illegal. The Provider reserves the right to request that the person collecting mail on behalf of the Client submit his/her ID.
3. The Client acknowledges that picking up of registered mail is only possible at addresses with reception (Besiki Street 5, Tbilisi).
4. When providing a forwarding service by Georgian Post, the Provider is not obliged to send a parcel of that weigh more than 1 kg.

5. Wherever the Client has been assigned their own phone number and an operator, the Provider undertakes:
   1.    to assign to the Client the phone number selected by the Client from among those available, if these services are ordered pursuant to the relevant Contract;
   2.    to have the operator receive calls to this number.

6. While providing own phone number with an assistant the user notes, if hidden number calls, it is not technically possible call assign to specific user - Client.

7. Should the Client require the forwarding of mail to an address specified by the Client, the price is determined according to the current price list of the ASSIO LEX LLC

    

Obligations of the Client

1. The Client is obliged to pay the prices and fees referred to in the Contract properly and in due time.
2. The Client may not use for advertising purposes the phone number of the Provider and the phone number assigned to the Client within the framework of the Programme.

Payment conditions

1. The Client is obliged to pay for the ordered Programme and other services in line with the applicable Contract on the provision of services with regard to the registered seat and the related administrative services or a separate written agreement.
2. The Provider is obliged to charge for the services provided by means of an ordinary or pro forma invoices issued for the Client. The price for the establishment of the registered seat of the Client is due on the 10th day of the preceding month. Unless otherwise agreed between the parties, the payment period shall be three months (90 days) or one year (365 days) of any current year, counted from the date of the signing of the Contract on the provision of services with regard to the registered seat and the related administrative services. The payment for the first period is due upon the signature of the Contract on the provision of services with regard to the registered seat and the related administrative services.
3. A payment shall be deemed to have been made on the day the Provider's account is credited with the relevant amount, or the day on which the payment is made in cash in the main office or branch of the Provider. Should the Client be in default with their payment, a contractual interest shall apply in the amount of 0.25% per day of the amount owed until the full repayment; the Provider is entitled to set off the payment against debt accessions at first, pursuant to the applicable legislation.
4. The Provider sends the first reminder note to the Client via e-mail; the second reminder note is sent as a registered letter, in which case the Provider shall charge GEL 15. Any subsequent reminder note is sent by a law firm subject to an applicable lawyer's fee (lump-sum payment of GEL 30). Any reminder note shall be deemed by the parties to constitute an attempt to resolve a dispute amicably, pursuant to the applicable legislation of the Georgia.
5. Should the Client be in default with the payment of any amount, the Provider shall be entitled to stop providing services pursuant to the applicable contract, which includes the removal of compulsory data on the establishment of a registered seat and the suspension of mail forwarding services. The Provider shall treat the Client as an “Inactive entity” to which services are no longer provided (mail, accepting and taking messages…), unless the late payment is made. The restriction or suspension of services by the Provider due to the breach by the Client of contractual obligations does not relieve the Client from the obligation to settle the agreed-upon payments. In addition, the Client is not entitled to any damage compensations.
6. The Client is obliged to inform the competent authorities, including the Commercial Register, Trade Register and Tax Office, about any change to their registered seat or place of business within fifteen days from the termination or expiry of the Contract. Should the Client fail to do so, the Client acknowledges the fact that the Provider (or the owner of the real estate property) will, with all legal consequences on the part of the Client.
7. Should the Client, a legal entity, fail to fulfil their obligations arising from the Contract or these GTT properly and in due time, the undersigned member of the statutory body of the company (or a representative pursuant to their power of attorney) undertakes that he/she, as an individual, shall settle in full all debts of the Client towards the Provider based on the Contract, including the associated accessions and contractual penalties.
8. Errors in invoices for services provided can be disputed within 30 days from delivery, otherwise the Client shall be thought to have acknowledged the amount invoiced as their financial obligation towards the Provider.
9. The Client undertakes to compensate any and all damages (both actual damages and lost profit) suffered by the Provider due to the breach by the Client of the Contract or any provision of these General terms and conditions.

Term changes and termination of the contract on the provision of services with regard to the registered seat and the related administrative services

1. The Contract shall become valid and effective on the day it is signed by both contracting parties.
2. The Contract is entered into for a fixed term (unless otherwise stated in the Contract), in any event for at least one year.
3. Agreements in conflict with the GTT can be made in writing only.
4. These General terms and conditions represent an integral part of the contractual relationship between the Provider and the Client. In the event of any conflict between the provisions of the General terms and conditions and the Contract, the written version of the Contract shall prevail at all times.
5. The services shall be provided for as long as the Contract remains effective.The provision of the Services can be suspended:
   1. while unavoidable circumstances last which prevent the Provider from providing any of the Services;
   2. in the case of suspension (Article 28) or termination (Article 38) of the Services.
6. The Provider is entitled to stop providing the Services and withdraw from the Contract in the event of a material breach of the Contract by the Client. The material breach by the Client of the Contract includes the following circumstances:
   1. the Client's default with the payment for a period exceeding 30 days;
   2. repeated breach of contractual terms, including repeated default with payments;
   3. the use of the Services provided in conflict with the provisions of the Contract or the applicable legal regulations.
7. The Contract can be terminated upon the basis of the contracting parties' mutual written agreement.
8. Any contracting party can terminate this contract without stating the reason for doing so but it have to be a written terminate sent by post. The period of notice shall be three months; it shall commence on the first day of the month after the month during which the termination notice was delivered to the other party. In this particular case, the contact address of the ASSIO LEX LLC company shall be: Besiki 5, 0108, Tbilisi. In case a discounted price was paid (payment for 12 or 24 months), the contract cannot be terminated before the end of the paid period.
9. If, upon the termination of the contact, there is an overpayment on regular fees and payments, the Provider is not obliged to return the overpayment on prepaid Services. In this case the Client and the Provider agree that the User is obliged to pay the Provider a contractual penalty in the amount of the overpayment for the so-called "the remaining period of the grant of Services". This penalty will be paid with the overpayment by means of offsetting.

Other provisions

1. In the event of the use by the Client of the registered seat or its address after the termination or expiry of the Contract, the Client is obliged (before the registered seat is changed in the registries of competent state institutions) to pay the ordinary charges for the use of the registered seat or address (i.e. the average daily amount of 1/365 of the annual fee). This arrangement shall apply for a period of fifteen days from the termination or expiry of the Contract. Once this period has expired, a penalty fee of GEL 10 will be charged for each day of the unauthorised use of the registered seat or address.
2. In the event of termination or expiry of the Contract, the contracting parties have agreed that the Provider shall collect mail delivered to the Client, save for registered mail and parcels and other articles of mail which are handed over against signature. This mail can be picked up over a six-month period from the termination or expiry of the contract, in the Provider's office at Besiki 4, 0108, Tbilisi. Once the aforementioned period has lapsed, any correspondence, if delivered, will be shredded in a documented manner.
3. The Client acknowledges the fact that the Provider shall inform the client about the delivery of any registered letter within three business days. Should the Client fail to pick up the article of mail within seven business days, it shall be deemed to have been delivered.

Final provisions

1. If a dispute cannot be resolved amicably, the Provider and the Client agree with the local jurisdiction of courts based on the registered seat of the Provider.
2. These General terms and conditions shall fully replace all previous arrangements between the Client and the Provider, be they written or oral, unless otherwise agreed.
3. By signing the contract, the Client declares to have read these GTT. The Client agrees with them and considers them to be an integral part of the Contract and undertakes to abide by all provisions of these GTT. The General terms and conditions are also available on the website General conditions - Tbilisi Virtual Office, company legal address, coworking office, registred office Georgia

These General terms and conditions shall become valid and effective on January 02, 2022