1. General

1.1 These Terms are between Wisor Accounts OÜ (Wisor) and a company using Wisor's services (the Client). Together, they are the Parties.
1.2 Wisor provides accounting, tax advice, company liquidation, restoring, legal advice, document drafting, and related services (the Service).
1.3 Wisor offers the Service only to companies. Any order or payment made by an individual is treated as being on behalf of the Client and does not count as providing the Service to an individual.

2. Fees and payments

1.1  The Client hereby accepts its obligation to prepay for the Service in the full amount as indicated in the Wisor’s payment gateway (hereinafter the Gateway). If the Client pays for the Services through the internet bank the Client must choose “Back to the vendor” in order to confirm the payment.

1.2  The fee for the Service (including the information about the value added tax to be paid by the Client, if applicable) is indicated in the Gateway in Euros. The Client is required to pay also any other taxes for the Service, if applicable in Estonia at the time of providing the Service.

1.3  The Client shall additionally cover or reimburse retroactively to Wisor any costs related to the provision of the Service (including, among others, postal and courier charges, fees related to obtaining documents/extracts from official registers, state fees, notary fees, Apostille’ confirmation fees, transport costs, translation costs etc.).

1.4  Wisor may at its own discretion terminate the provision of the Service immediately upon delays with payment of any fees or costs.

1.5  Wisor may refrain from transferring any results from the provision of the Service to the Client until all outstanding fees to Wisor and costs (including state fees, duties, taxes and other third-party disbursements) have been paid in full. If Wisor, at its sole discretion, chooses to transfer any results from the provision of the Service to the Client, then Wisor shall not be considered to have waived any of its rights, including the right for the payment of the fees.

3. Rights and obligations of Client

3.1 The Client is obliged to pay fees for the Service pursuant section 2.

3.2 The Client shall acknowledge that by ordering the Service Wisor shall start providing the Service.

3.3 The Client shall provide to Wisor any and all documents, data and other information that is required for providing the Service in good faith and without an unreasonable delay. The Client shall be liable for the completeness, accuracy and validity of any documents, data and other information provided, including for any damages to Wisor or third parties.

3.4 The Client acknowledges that any delay in providing the documents, data and any other information pursuant to section 3.3 of these Terms may delay or render it impossible to provide the Service.

3.5 The Client is obligated to inform Wisor without delay about changes to any of the circumstances that are or may be relevant for the provision of the Service.

3.6 The Client acknowledges any risks related to the electronic submission of information and documents between Wisor and the Client. Keeping previous in mind, the Client still agrees to exchange of information electronically. The Client also acknowledges that the documents sent by Wisor to the Client by e-mail (whether or not containing confidential information) will not be encrypted, unless specifically agreed otherwise.

3.7 The Client confirms that the natural person submitting an order or making a payment via the Gateway on behalf of the Client has full active legal capacity under Estonian laws. The Client is liable for any loss or damage incurred if the transaction is made on behalf of the Client by a natural person who has no full active legal capacity under Estonian laws.

3.8 The Client shall inform Wisor immediately during the provision of the Service regarding any changes to the contact information of the Client. The Client shall provide to Wisor also any other data and information not specifically referenced to in these Terms, if so, requested by Wisor.

4. Rights and obligations of Wisor

4.1 Wisor has a right to receive a fee for providing the Service.

4.2 Wisor has the right to request from the Client any data, documents or other information in order to comply with the money laundering and terrorist financing prevention laws.

4.3 Wisor shall provide the Service with due care and in the best interest of the Client.

4.4 Wisor may terminate the provision of the Service at any time without a reason by giving a reasonable advance notice to the Client. Wisor has the right to terminate the provision of the Service without any advance notice if the Client breaches these Terms and any other conditions agreed-upon between the Client and Wior or if on the basis on information and documents or arising from other sources there is a suspicion that the Client’s activity may be associated with money laundering or terrorism financing and the Client does not eliminate such a suspicion, to the satisfactions of Wisor, or if the Client refuses from submitting additional information or documents requested by Wisor.

4.5 Wisor is only liable for loss and damages arising directly from undue provision of the Service and only to the maximum sum of fees paid for the Service. Wisor is in any case not liable for any indirect loss or damage or any loss or damage arising to any third party.

4.6 Wisor has a right to terminate the provision of the Service if Wisor has the reason to believe that the Service provided by Wisor is used to fulfil an illegal purpose.

4.7 Wisor is entitled to a penalty payment by the Client in the amount that equals to 50% of the fee for provisions of the Service if the Client fails to fulfil its obligations under section 3 of these Terms.

5. Cancelling the order and refund policy

5.1 Client specifically acknowledges that the Service is provided to the Client on the basis of the documents, data and information provided to Wisor by the Client and the Estonian law and court practice at the date of delivery of the product of the Service to the Client. Wisor is not liable for any deficiencies in the Service that have occurred as a result of any inaccurate or incomplete provision of data, documents and other information by the Client. Wisor is not obliged to revise the product of the Service should there be any changes to the laws or court practice after the date of delivery of the product of the Service to the Client.

5.2 By ordering the Service, the Client acknowledges that Wisor initiates the provision of the Service immediately and therefore the Client shall not have the right to claim for a full-refund of any fee paid for the Service.

5.3 If the Service cannot be provided to the Client either due to the circumstances resulting from the Client (e.g. if the Client wishes to cancel the order for the Service) or due to other reasons (other than direct breach of these terms by Wisor) then Wisor shall have the right to charge the Client for the Service already provided considering the principle of proportionality and shall refund the prepayment to the Client in the remaining amount, as determined by Wisor at its sole discretion. The Client shall also be charged for any costs already borne by Wisor.

6. Confidentiality

6.1 Any information that has become known to the Parties during the provision of the Service shall be confidential and may not be disclosed to any third party except as otherwise provided in these Terms or agreed otherwise.

6.2 Any personal data provided by e-mail, the Gateway or by any other way is confidential and treated according to the requirements of the regulation 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (General Data Protection Regulation). The Client undertakes not to provide personal data to Wisor, unless it is specifically needed for the provision of the Service and shall inform Wisor specifically of the provision of personal data.

6.3 Wisor may disclose personal data to third parties only based on the consent of the natural person whose personal data would be disclosed.

6.4 The restrictions of use and disclosure of confidential information shall not apply to information covered by the following exceptions:

6.4.1 information that is or becomes publicly known;

6.4.2 information that Wisor is compelled to disclose by law;

6.4.3 information which disclosure is necessary for the due and timely fulfilment of the order (i.e. disclosure to the notary, bank, court, translator or public authorities).

6.5 By accepting these terms, the Client gives also its consent to disclose information and documents relating to providing the Service to the employees of Wisor.

7. Miscellaneous

7.1  The Parties aim to solve all disagreements with the negotiations. In the event the Parties are unable to reach a settlement, the dispute, controversy or claim arising from or in connection with provided services or products shall be settled in the Harju County Court.

7.2  These conditions are governed by Estonian law.