§ 01

General Provisions

These Terms of Use (“Terms”) govern access to the website available at https://omnexis.biz (“Website”) and the advisory, audit, research and verification services provided by OMNEXIS GROUP LLC (“Company”, “we”, “us”).

By using the Website or engaging the Company, the Client confirms that it has read and accepts these Terms. Where a written Scope of Work agreed with the Client contains provisions that differ from these Terms, the Scope of Work prevails for that engagement.

§ 02

Definitions

• Company: OMNEXIS GROUP LLC, a limited liability company registered in the State of Wyoming, USA.
• Website: the website available at https://omnexis.biz, including all subpages.
• Client: a business, organisation or person acting in the course of a trade, business or profession that enquires about or engages the Company’s Services.
• Services: the services described in §4, provided under an agreed Scope of Work.
• Scope of Work: the written document, sent by email, that sets out the subject, deliverables, timeframe and fee of an engagement.
• Deliverable: any report, analysis, list, brief, correspondence or other material prepared by the Company for the Client.
• GDPR: Regulation (EU) 2016/679 of the European Parliament and of the Council.

§ 03

Service Provider

The Company operates remotely and provides its Services to organisations in the member states of the European Union and, where agreed, in other jurisdictions.

§ 04

Business Clients Only

The Services are provided exclusively to Clients acting in the course of a trade, business or profession. The Company does not provide Services to consumers. By engaging the Company, the Client confirms that it is not acting as a consumer.

§ 05

Scope of Services

The Company provides the following Services, as specified in each Scope of Work:

• strategic and business advisory;
• operational and process audits;
• open-source intelligence research;
• counterparty identification and lead generation;
• counterparty acquisition and contact personalisation;
• risk management and due diligence.

The Company does not provide:

• legal advice or legal representation;
• investment advice or any other regulated financial service;
• tax advice;
• statutory audits of financial statements, certification or formal attestation of compliance;
• activities that require a private investigator’s licence, covert methods or access to non-public data;
• the sending of communications on behalf of the Client;
• performance of the Client’s own obligations under anti-money laundering rules.

Legal and business documentation arising from an engagement may be prepared through Law27 (https://law27.eu), the Company’s document drafting practice, under the Law27 Terms of Service.

The Company may decline any engagement at its discretion, including where the requested work falls outside its practice or where the purpose of the engagement appears unlawful.

§ 06

Engagement Process

An engagement begins with an enquiry through the Website or by email to office@omnexis.biz. Following an initial discussion, the Company issues a Scope of Work by email. The Scope of Work is valid for 14 days from the date of issue unless stated otherwise.

The engagement is concluded when the Client confirms the Scope of Work in writing, including by email. Work begins after confirmation and, where the Scope of Work provides for an advance payment, after that payment has been received.

Timeframes stated in a Scope of Work are estimates based on the information available at the outset. The Company will inform the Client promptly of any expected change.

Any change to the agreed scope requires written agreement and may result in an adjustment of the fee and timeframe.

§ 07

Fees and Payment

Fees are agreed individually and stated in the Scope of Work. Unless stated otherwise, fees are expressed in euro (EUR) and are exclusive of any taxes, duties or levies applicable in the Client’s jurisdiction.

The Company issues invoices in accordance with the Scope of Work. Invoices are payable by bank transfer within the period stated on the invoice. The Company may suspend work on an engagement while any invoice remains overdue.

§ 08

Client Obligations

The Client agrees to:

• provide accurate and complete information necessary for the engagement;
• use the Services and Deliverables only for lawful purposes and for the purpose stated in the Scope of Work;
• have a legitimate business interest in any research concerning third parties, including individuals, and inform the Company of the purpose of that research;
• send any correspondence prepared by the Company through its own channels and in compliance with the rules governing commercial communication in the jurisdictions concerned;
• comply with its own obligations under data protection law in respect of personal data contained in Deliverables.

The Company may terminate an engagement without refund for work already performed where it becomes apparent that the Client’s information is false or misleading, or that the Services are intended to facilitate an unlawful act.

§ 09

Confidentiality

The Company treats all information received from the Client, and the existence and content of each engagement, as confidential. Such information is used solely for the purpose of the engagement and is not disclosed to third parties except to service providers acting on the Company’s behalf under obligations of confidentiality, or where disclosure is required by law.

A separate non-disclosure agreement may be concluded at the Client’s request before the first discussion.

Deliverables are prepared for the Client’s internal use. The Client may not publish them or disclose them to third parties, other than its professional advisers, without the Company’s prior written consent.

§ 10

Nature of Research and Findings

The Company’s research is based on public and lawfully accessible sources available at the time of the work. The Company records the source of each finding and indicates where information could not be verified.

The Company does not warrant that public sources are complete, accurate or current, or that a Deliverable identifies every relevant fact or risk. Deliverables support the Client’s decisions; the decisions themselves, and their consequences, remain the responsibility of the Client.

§ 11

Intellectual Property

All content on the Website is the property of the Company and is protected by applicable law. It may not be reproduced without the Company’s prior written consent, except for permitted quotation with a clear reference to the source.

Upon full payment, the Client receives a non-exclusive, perpetual licence to use the Deliverables for the purpose stated in the Scope of Work. The Company retains ownership of its methods, templates and know-how.

§ 12

Limitation of Liability

To the maximum extent permitted by applicable law, the Company’s aggregate liability in connection with any engagement is limited to the fees paid by the Client for that engagement.

The Company is not liable for indirect or consequential loss, including loss of profit, revenue or opportunity, nor for loss arising from inaccurate or incomplete information provided by the Client or contained in public sources.

Nothing in these Terms excludes liability that cannot be excluded under applicable law, including liability for wilful misconduct.

§ 13

Personal Data

The Company processes personal data in accordance with the GDPR, pursuant to Article 3(2) GDPR. Details are set out in the Privacy Policy.

Where a Deliverable contains personal data, the Client becomes a separate controller of that data upon receipt and is responsible for its further use, including the provision of information to the persons concerned under Article 14 GDPR where required.

§ 14

Amendments

The Company may amend these Terms at any time. Amendments take effect upon publication on the Website. Engagements confirmed before publication remain subject to the Terms in force at the time of confirmation, unless the Client agrees otherwise.

§ 15

Governing Law and Jurisdiction

These Terms and all engagements are governed by the laws of the State of Wyoming, United States of America, without regard to conflict of laws provisions.

Any dispute that cannot be resolved amicably shall be submitted to the exclusive jurisdiction of the courts of the State of Wyoming, unless the parties agree otherwise in the Scope of Work.

§ 16

Contact

Enquiries regarding these Terms should be directed to office@omnexis.biz.