Decyz Service Agreement
1. Our Agreement
1.1. What This Document Is
This document outlines the terms and conditions (referred to as the "Service Agreement") under which we provide our services to you.
1.2. The Importance of Reading This Document
We urge you to read this document thoroughly before placing your order. It explains who we are, the nature of our services, how the agreement can be modified or terminated, steps to take in case of issues, and other critical details. Should you find anything unclear or wish for amendments, feel free to reach out to us.
1.3. Updates to These Terms
We reserve the right to modify, revise, or refresh these terms periodically. It's advisable to review them prior to making a new order to stay informed about any changes. The last revision was made on February 21, 2024 and is effective February 21, 2024.
2. About Us and Contact Information
2.1. Our Identity
Decyz is a brand and service provided by Nesmos SA, a Swiss company, based in Route des Jeunes 41A, 1227 Carouge, having registration number CHE-157.264.301. For the purpose of this agreement we will be referred to as (“Decyz”).
2.2. Reaching Out To Us
For any inquiries, our contact form is available on our website at www.decyz.com.
2.3. Our Communication With You
Should we need to contact you, we will use the telephone or email/postal address you've given us.
2.4. Communication Methods
In this Service Agreement, references to "writing" or "written" encompass emails as well.
3. Definitions and Interpretation
3.1. "Us" refers solely to Nesmos SA, a legally registered entity in Switzerland, excluding any personal association with its directors, consultants, coaches, staff, contractors, accountants, or agents, but specifically to the corporate entity Nesmos SA.
3.2. "Session" entails a dialogue between the Client and Decyz, occurring face-to-face, or via telephone, VoIP, video conferencing, or instant messaging, lasting at least 45 minutes unless otherwise agreed, with a conclusion phase of up to 15 minutes for summarizing and planning future actions.
3.3. 'Services' are the consultative sessions provided by the Decyz to the Client, which may occur in person, over the phone, through VoIP platforms (like Google Meets, Zoom, Skype, or WhatsApp), or via instant messaging.
3.4. "Term" denotes the duration of this Service Agreement, starting from the agreed date and continuing indefinitely until termination by either party.
3.5. "Fee" and "Agreed Fee" refer to the compensation provided by the Client to Decyz in exchange for services, paid per session as agreed and outlined in clause 12 of this Agreement. An "Agreed Fee" is a mutually accepted price for the services, established in writing prior to service delivery.
3.6. "Booked Session" is a session scheduled in Decyz’s calendar, confirmed with the Client either verbally or in writing, using scheduling tools or direct communication.
3.7. "Parties" collectively refers to the Decyz and the Client involved in the service agreement.
3.8. "Client" and "you" identify the service recipient and/or payer.
3.9. "Agreed Time Frame" specifies the written agreement on the service delivery duration, after which services are considered rendered, regardless of unused sessions.
3.10. "Cooling-Off Period" is the client's right to cancel the service within 14 days for a full refund, as protected by relevant consumer legislation for online purchases.
3.11. "The Decyz’s Supervisor" is a professional overseeing the Decyz’s service quality.
3.12. "Online Order Form" is a communication for service payment, either as an email or an electronic payment form.
3.13. "Session Quota" indicates the number of sessions entitled to the Client as part of the service.
3.14. "Beneficiary" denotes any individual receiving the services arranged or paid for by the Client, such as family members, employees, or partners.
4. Our Service Agreement With You
4.1. Confirmation Of Your Request: We'll formalize our agreement to provide services to you through an acceptance email, establishing a Service Agreement between both parties.
4.2. Conditions Under Which We Might Not Proceed: Should we find ourselves unable to proceed with your request, we'll notify you promptly and ensure you're not billed. This could occur due to unforeseen resource limitations, inaccuracies in service details, or an inability to fulfill specified timelines.
4.3. Tracking Your Request: Upon acceptance, your order will be assigned a unique number for efficient tracking and reference. We appreciate your use of this number in any communications regarding your order.
4.4. International Service Provision: Our services are accessible globally, with the understanding and agreement that they originate from Switzerland.
5. Adjustments To The Services By You
If you desire to modify the services you've requested, please get in touch with us. We will evaluate the feasibility of the requested change and inform you about any potential adjustments to the cost, service delivery timeline, or other relevant aspects. You will then be asked to confirm if you wish to proceed with the modifications. If the change cannot be made or if you find the implications unsatisfactory, you may opt to terminate the Service Agreement (refer to Clause 8).
6. Modifications To The Services By Us
6.1. Minor Adjustments: For reasons including legal compliance or slight enhancements, minor modifications to the services might be implemented.
6.2. Significant Changes: Should there be a need for substantial revisions to the services or this agreement, as might have been indicated on our website, we will notify you in advance. This allows you the option to discontinue the Service Agreement before these changes are implemented.
7. Delivering Our Services
7.1. Services commencement aligns with the date specified in your order, aiming for completion as informed to you during the ordering phase.
7.2. We'll provide services until completion, subscription expiration (if applicable), or if the agreement is terminated by either party as detailed in Clause 8.
7.3. Should external events delay service delivery, we'll promptly inform you, striving to minimize impact. While not liable for such delays, we offer termination and refunds for significant postponements at our sole discretion.
7.4. Access restrictions to your details and information necessary to carry out our Service without just cause may result in additional charges.
7.5. Inability to reach you after reasonable attempts may lead to agreement termination.
7.6. Essential information from you, like contact details and decision-making needs, is crucial for service provision. Failure to provide this timely or accurately may lead to agreement termination or additional charges, to be ascertained at our sole discretion.
7.7. Services might be paused for technical adjustments, legal updates, or upon your or our request.
7.8. Notification will precede service suspension, except in emergencies. Suspensions exceeding 14 days may lead to price adjustments or offer grounds for agreement termination by you.
7.9. Non-payment can also suspend services, with a grace period of 5 working days for overdue payments before suspension. Interest may be charged on late payments.
8. Terminating The Agreement With Decyz
8.1. You're entitled to end your agreement with us at any time, under various circumstances:
If services received don't match their description, you may have legal grounds for termination.
Termination on your part may also occur if we enact or propose changes you disagree with, detailed further in Clause 8.2.
Change of mind about our services within the cooling-off period might allow for a refund, albeit possibly with deductions as per Decyz’s sole discretion.
For reasons beyond those listed, termination options are explored in Clause 8.3.
8.2. Specific grounds for ending the agreement due to our actions include the following, and in case termination is exercised because of the following reasons listed from from (a) to (e), you will be entitled to a refund in full for any Services that havent been used:
Disagreements over changes to services or the agreement.
Miscommunication regarding service pricing or descriptions.
Significant delays in service delivery due to uncontrollable events.
Prolonged suspensions of service for technical reasons.
Legal entitlements to termination following our breach of agreement.
8.3. For services purchased online, Decyz offers a 14-day "Cooling-Off Period", allowing clients to reconsider and opt for a full refund if services haven't commenced. If services start within this period, the right to a full refund is forfeited, and any refund will be adjusted for services already provided. This ensures clients have the flexibility to change their mind while also recognizing the value of commenced consultancy work.
9. Principal Terms Of The Service Agreement
9.1. Payment Terms: Fees must be paid in full before the commencement of any service sessions unless a different arrangement has been made.
9.2. Refund Policy: Fees are not subject to refunds after the cooling-off period, which spans 14 days from the transaction date.
9.3. Cancellation and Rescheduling: Clients are required to provide at least 48 hours' notice to cancel or reschedule a session without penalty. Failure to do so results in a charge for the session and deduction from the total session count.
9.4. Service Scope: The services provided by Decyz are intended for decision-making support and are not substitutes for professional advice in medical, legal, or financial matters.
9.5. Termination of Services: Clients may discontinue services at any time, but refunds are not available outside of the cooling-off period.
9.6. Outcome Variability: Results from the services provided can vary among clients, and specific outcomes cannot be guaranteed.
9.7. Client Representations: Clients assert that they or any beneficiaries are in suitable psychological and physical condition to engage with the services and absolve Decyz and its affiliates from liability related to any adverse effects that may arise.
9.8. Completion of Fast Track Program: Where applicable and available, Clients agree to adhere to the Agreed Timeline for Fast Track Program, understanding that services are considered rendered upon the lapse of this period.
9.9. Scheduling Responsibility: It is the client's responsibility to schedule sessions within the Agreed Timeline for Fast Track Program.
9.10. Agreement Acceptance: Client confirm the Service Agreement and are bound by these terms when they do the following:
When the Client confirms agreement to these terms through written consent, such as email or online order forms on our website where the client has ticked the box marked “I have read and understood the Service Agreement and fully agree to its terms and conditions”
And when the client clicks on a “Schedule Session” or “Submit” button on the digital form on our website.
9.11. Client Eligibility: Client confirms they are of legal age (18 years or above) and possess the authority to enter into this agreement.
9.12. Health and Liability: Client warrants that they and any beneficiaries are in appropriate health and mental frame of mind to receive services and acknowledge the assumption of risk, releasing Decyz from liability for pre-existing conditions.
9.13. Session Validity: Sessions must be utilized within 180 days from the order date, beyond which any unused sessions are forfeited.
9.14. Session Quota Determination: Decyz will determine the client's session quota based on payments received and recorded sessions, with the possibility of adjustments as deemed appropriate.
10. Service Duration
10.1. The client agrees to engage Decyz for services as per this Service Agreement and starting from the initial order date, with the agreement remaining in effect until either party decides to terminate under the terms outlined in this service agreement.
11. Decyz’s Responsibilities
11.1. Decyz pledges to deliver services with utmost care and professionalism, aiming to advance the client's interests. Service provision is contingent upon Decyz's capability, barring any impediments like health issues or injury. In such cases, Decyz will promptly inform the client of any service interruptions.
12. Service Fees
12.1. The client is responsible for paying the agreed fee, including any relevant taxes or charges, before any session begins.
12.2. Payment obligations persist regardless of any service disputes.
12.3. Fees paid are non-refundable, except where consumer protection laws apply.
13. Individual Expenses
Both Decyz and the client will cover their respective costs, such as communication, transaction fees, and any applicable taxes without expecting reimbursement.
14. Privacy & Handling of Confidential Information
14.1. Client understands and agrees that the Decyz will maintain confidentiality of client information, except in following necessary instances:
For service provision involving third-party tools like scheduling tools, payment processors among others or with client's prior written consent.
Where disclosure is permissible under legal compulsion, if information is publicly known, or in cases where client's disclosures indicate imminent harm to self or others, possibly leading to intervention by authorities.
Where the client shares information that they committed serious crime, in which instance Decyz will contact the authorities without notifying the client as there may be a statutory obligation for Decyz to do so.
For improving service quality, confidential discussions with Decyz's supervisory personnel may occur.
14.2. The client understands and agrees that anonymized client information could be used for case studies, marketing or sales without revealing identity.
14.3. Client's explicit written approval is required for any disclosure of their full name, or unless the client leaves public feedback on Decyz’s platforms.
15. Intellectual Property Rights
15.1. Both Decyz and clients maintain ownership of their respective intellectual property unless an agreement states otherwise. This agreement does not transfer ownership rights, except as specified below.
15.2. Any session recordings made by either party automatically grant Decyz all intellectual and moral rights, with clients required to transfer these rights to Decyz. Clients cannot distribute these recordings without Decyz's explicit permission.
15.3. However, if there is a breach of Clause 15.2 by the Client, then the Clients indemnify Decyz against any harm caused by unauthorized sharing of recordings, protecting Decyz's reputation and any related damages.
15.4. Unauthorized recordings of any session, including the free initial call by clients is considered a breach of trust, leading to potential forfeiture of session rights and termination of services by Decyz.
16. Termination of Agreement
16.1. This agreement can be concluded by either Decyz or the client through written notice.
16.2. Decyz may immediately cease services without obligation if subjected to any form of abuse or criminal behavior by the client.
16.3. Decyz also reserves the right to terminate services if the client consistently fails to attend scheduled sessions or cancels without sufficient notice of a minimum of 48 hours.
17. Post-Termination Obligations
17.1. Upon agreement termination, Decyz will adhere to the financial terms outlined previously in Article 12.
17.2. All payments made to Decyz are non-refundable, except as required by law, even after the termination of services.
18. Client Commitments
18.1. Clients are fully accountable for their decisions and actions following consultations with Decyz.
18.2. Engaging with Decyz facilitates the decision-making process, yet the ultimate responsibility for decisions rests with the client.
18.3. Decision-making encompasses various life aspects, including career, family, and health, with clients bearing sole responsibility for their choices.
18.4. Decyz's services complement but do not replace professional medical, legal, or financial advice, which clients should seek when necessary.
18.5. Information from Decyz is not to be taken as professional advice in health, legal, or financial matters.
18.6. Clients absolve Decyz and its affiliates from any consequences of their decisions post-consultation.
18.7. Clients are encouraged to seek appropriate specialized assistance for significant issues outside Decyz's scope.
18.8. Clients commit to providing a minimum 48 hours advance notice for cancellations or rescheduling, accepting penalties for non-compliance, which include forfeiture of their session and Decyz may charge for the non-attendance of the session.
18.9. Punctuality for sessions is expected, with late arrivals not entitled to extended session time.
18.10. Success from Decyz's services varies, heavily influenced by the client's engagement and action on discussed plans.
18.11 For Fast Track Programs, clients must complete the program within the set timeframe, beyond which services are considered delivered.
18.12. Scheduling responsibility for the Fast Track Program lies with the client.
18.13. Clients agree to refrain from any kind of self-harm during or after the Services, releasing Decyz from liability for any such actions.
18.14. When services are for a beneficiary, clients hold Decyz completely harmless for the beneficiary's actions or lack of progress during or after receiving the Services.
19. Clarification On Liability
19.1. Decyz is accountable for any direct loss or damage due to our non-compliance with this agreement, provided such loss or damage was foreseeable by both parties at the time of agreement formation.
19.2. Decyz's services are intended for personal, not commercial use. Therefore, Decyz bears no liability for commercial losses, including profit, business, or opportunity losses.
19.3. Clients agree to release Decyz and its affiliates from claims related to worsened medical, psychological, legal, or financial conditions; accidental confidentiality breaches; cybersecurity breaches; or services not meeting expectations.
20. Independent Contractor Status
20.1. The interaction between the client and Decyz is strictly as an independent contractor.
20.2. Decyz is not considered an employee, worker, agent, or partner of the client.
20.3. Decyz is solely responsible for their own taxation responsibilities derived from the services provided.
20.4. This agreement does not create a partnership or joint venture between the parties.
21. Communication
21.1. Notices under this agreement are to be given in writing, including via email.
22. Comprehensive Agreement
22.1. This document represents the full agreement on this subject between the client and Decyz, superseding all previous discussions.
23. Modifications
23.1. Any changes to this agreement must be made in writing and agreed upon by both parties.
24. Partial Execution & Digital Agreement
24.1. The Service Agreement can be signed in parts separately by Decyz and the Client, in which case the separate parts will be taken together as the entire Service Agreement.
24.2. Decyz and Client agree that this Service Agreement is considered binding when executed electronically and consent to electronic signatures, such as digital acceptance, for example via a check box method on the scheduling platform like acuity, calendly, google calendar or others or agreeing to it verbally or in writing.
25. Exclusive Rights
25.1. Only Decyz and the client hold rights under this agreement.
26. Severability
26.1. Should any part of this agreement be held invalid by the court or any other competent body, the remainder continues in effect.
27. Transferability
27.1. Decyz may assign this agreement to another entity, with notice provided to the client, ensuring no impact on the client’s rights.
28. Governing Law & Jurisdiction
28.1. This Service Agreement and any dispute or claim arising out of or in connection with its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of Switzerland.
28.2 The parties irrevocably agree that the courts of Geneva, Switzerland, shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).