Terms and Conditions - Constant Meridian

1. Scope and Binding Nature

These Terms and Conditions govern the relationship between Constant Meridian and all persons or entities who access our website, request information about our services, or engage us for professional accounting and bookkeeping services.

By using our website or services, you represent and warrant that you have the legal capacity to enter into binding contracts and that you are at least 18 years of age. If you are acting on behalf of an organization, you represent that you have the authority to bind that organization to these terms.

If you do not agree with any provision of these Terms and Conditions, you must immediately cease using our website and services.

2. User Obligations and Responsibilities

2.1 Lawful Conduct

You agree to use our website and services in compliance with all applicable laws, regulations, and industry standards. This includes but is not limited to:

German commercial law and financial regulations
International accounting standards where applicable
Data protection and privacy laws including GDPR
Anti-money laundering and financial crime prevention regulations
Tax laws and reporting requirements in relevant jurisdictions

2.2 Information Accuracy

When engaging our services or communicating with us, you are obligated to:

Provide complete, accurate, and truthful information
Promptly update us of any changes to previously provided information
Supply all documentation and records necessary for us to perform our services
Ensure that all financial records and supporting documents are authentic and properly maintained
Notify us immediately of any errors or discrepancies you discover

2.3 Cooperation and Communication

Successful service delivery requires your cooperation. You agree to:

Respond promptly to our requests for information or clarification
Participate in scheduled meetings and consultations
Provide timely access to relevant systems, records, and personnel
Maintain open and honest communication regarding your business operations
Inform us of any significant changes to your business structure or operations

2.4 Prohibited Uses

You expressly agree not to:

Use our services for any unlawful or fraudulent purposes
Provide false, misleading, or deceptive information
Engage in activities that could damage our reputation or professional standing
Attempt to circumvent our processes or procedures
Use our services to facilitate money laundering, tax evasion, or other financial crimes
Share access credentials or allow unauthorized persons to access our systems
Interfere with or disrupt our website, systems, or services

2.5 Professional Relationship

You acknowledge that our relationship is strictly professional. We provide accounting and bookkeeping services based on the information you provide. We are not responsible for business decisions you make based on our services, and you should consult with legal, tax, and other advisors as appropriate for your specific circumstances.

3. Service Engagement and Scope

The specific services we provide to you will be outlined in a separate service agreement or engagement letter. These Terms and Conditions supplement, but do not replace, the specific terms outlined in such agreements.

Our services are limited to the scope explicitly agreed upon in writing. We are not obligated to provide services outside the agreed scope unless we mutually agree to expand the engagement in writing.

Service fees, payment terms, and deliverables will be specified in separate service agreements. You are responsible for payment of all agreed fees in accordance with the terms of your service agreement.

4. Liability and Warranties

4.1 Professional Standards

We agree to perform our services with reasonable skill and care in accordance with professional accounting standards. However, we make no guarantees regarding specific outcomes or results from our services.

4.2 Disclaimer of Warranties

To the fullest extent permitted by law, we disclaim all warranties, express or implied, including but not limited to:

Warranties of merchantability or fitness for a particular purpose
Warranties that our services will meet your specific business objectives
Warranties regarding the accuracy of third-party information or systems
Warranties that our services will be uninterrupted or error-free

4.3 Limitation of Liability

To the maximum extent permitted by applicable law:

Our total liability for any claims arising from our services shall not exceed the fees paid by you for the specific services giving rise to the claim
We shall not be liable for any indirect, consequential, incidental, special, or punitive damages
We shall not be liable for lost profits, lost revenue, lost business opportunities, or loss of data
We shall not be liable for damages resulting from your failure to provide accurate information or comply with your obligations
We shall not be liable for decisions you make based on our services or for the actions of third parties

This limitation of liability applies regardless of the form of action, whether in contract, tort, negligence, strict liability, or otherwise.

4.4 Exclusion of Consequential Damages

Under no circumstances shall Constant Meridian be liable for any consequential, incidental, indirect, special, or punitive damages whatsoever, including but not limited to damages for loss of use, loss of profits, business interruption, or loss of information, even if we have been advised of the possibility of such damages.

4.5 Time Limitations on Claims

You agree that any claim arising from our services must be brought within one year from the date the cause of action arose. Any claims not brought within this period are forever barred.

4.6 Force Majeure

We shall not be liable for any failure or delay in performing our obligations due to circumstances beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, government actions, epidemics, pandemics, or failures of third-party systems or services.

5. Confidentiality and Data Protection

We are committed to maintaining the confidentiality of your business and financial information. We will not disclose your confidential information to third parties except as necessary to provide our services, as required by law, or with your express consent.

You acknowledge that we may use third-party service providers to assist in delivering our services. We will ensure that such providers are bound by appropriate confidentiality obligations.

Our data protection practices are governed by our Privacy Policy, which forms part of these Terms and Conditions. Please review our Privacy Policy for detailed information about how we handle your personal and business data.

6. Intellectual Property

All work product, methodologies, templates, and materials created by Constant Meridian in the course of providing services remain our intellectual property unless expressly transferred to you in writing.

You retain all rights to your business information and data. By engaging our services, you grant us a limited license to use your information solely for the purpose of providing our services.

Neither party may use the other's trademarks, logos, or brand identifiers without prior written consent, except as reasonably necessary in the course of our professional relationship.

7. Indemnification

You agree to indemnify, defend, and hold harmless Constant Meridian, its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from:

Your breach of these Terms and Conditions
Your violation of any law or regulation
Your provision of inaccurate, incomplete, or misleading information
Your business operations and decisions
Claims by third parties related to your use of our services
Your infringement of any intellectual property or other rights of any person or entity

This indemnification obligation survives the termination of our professional relationship.

8. Termination

Either party may terminate our professional relationship in accordance with the terms specified in the applicable service agreement. In the absence of specific termination provisions, either party may terminate the relationship with thirty days written notice.

We reserve the right to immediately terminate our services if you breach these Terms and Conditions, fail to pay agreed fees, provide false information, or engage in conduct that we reasonably believe exposes us to legal or professional liability.

Upon termination, you remain obligated to pay for all services rendered up to the termination date. Provisions regarding confidentiality, indemnification, liability limitations, and dispute resolution survive termination.

9. Legal Information and Dispute Resolution

9.1 Governing Law

These Terms and Conditions shall be governed by and construed in accordance with the laws of the Federal Republic of Germany, without regard to conflict of law principles.

9.2 Jurisdiction and Venue

Any disputes arising out of or relating to these Terms and Conditions or our services shall be subject to the exclusive jurisdiction of the courts located in Munich, Germany. You irrevocably consent to the jurisdiction of such courts and waive any objection to venue in such courts.

9.3 Dispute Resolution Process

In the event of any dispute, we encourage the following resolution process:

Initial good-faith negotiations between the parties
Mediation through a mutually agreed mediator if negotiations are unsuccessful
Formal legal proceedings only if mediation fails to resolve the dispute

9.4 Legal Fees

In the event of any legal action arising from these Terms and Conditions, the prevailing party shall be entitled to recover reasonable legal fees and costs from the non-prevailing party, to the extent permitted by applicable law.

10. Severability

If any provision of these Terms and Conditions is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable. If such modification is not possible, the invalid provision shall be severed from these Terms and Conditions, and the remaining provisions shall continue in full force and effect.

11. Waiver

No waiver by Constant Meridian of any term or condition set forth in these Terms and Conditions shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition. Any failure to assert a right or provision under these Terms and Conditions shall not constitute a waiver of such right or provision.

12. Assignment

You may not assign or transfer these Terms and Conditions or any rights or obligations hereunder without our prior written consent. We may assign these Terms and Conditions or delegate any of our obligations without your consent in connection with a merger, acquisition, reorganization, or sale of substantially all of our assets.

13. Entire Agreement

These Terms and Conditions, together with any service agreements, our Privacy Policy, and other referenced documents, constitute the entire agreement between you and Constant Meridian regarding the subject matter hereof and supersede all prior or contemporaneous understandings and agreements, whether written or oral.

14. Amendments and Modifications

We reserve the right to modify these Terms and Conditions at any time. We will notify you of material changes by posting the updated terms on our website and updating the "Last updated" date.

Your continued use of our website or services following such modifications constitutes your acceptance of the updated Terms and Conditions. If you do not agree to the modifications, you must discontinue use of our website and services.

15. Language

These Terms and Conditions are provided in English. In the event of any conflict between an English version and a translation, the English version shall prevail to the extent permitted by applicable law.

16. Contact Information

If you have questions about these Terms and Conditions, please contact us:

Constant Meridian
Theatinerstraße 15
80333 Munich, Germany
Email: [email protected]
Phone: +49 89 8472 5193