Terms & Conditions

1. Definitions

In these Terms and Conditions:

"Apex Counsel," "we," "our," or "us" refers to Apex Counsel, a business consulting firm registered and operating in Hong Kong.

"Services" refers to the consulting services we provide, including but not limited to vision and mission development, strategic communication planning, and benchmarking study services.

"Client," "you," or "your" refers to any individual or organization that accesses our website, submits inquiries, or engages our services.

"Agreement" refers to these Terms and Conditions together with any engagement letter or service contract entered into between us.

"Deliverables" refers to any reports, documents, frameworks, or other materials produced during the course of an engagement.

2. Acceptance of Terms

By accessing our website or using our services, you agree to be bound by these Terms and Conditions. If you do not agree with any part of these terms, you should not use our website or services.

You represent that you are at least 18 years of age and have the legal capacity to enter into binding contracts. If you are accepting these terms on behalf of an organization, you represent that you have the authority to bind that organization to these terms.

3. Description of Services

Apex Counsel provides strategic business consulting services to organizations in Hong Kong and the region. Our services include vision and mission development, strategic communication planning, and benchmarking study services.

The specific scope, deliverables, timeline, and fees for any engagement will be detailed in a separate engagement letter or service agreement. These Terms and Conditions apply to all engagements unless expressly modified in writing.

We reserve the right to modify, suspend, or discontinue any aspect of our services at any time. For ongoing engagements, we will provide reasonable notice of any material changes.

4. Website Use

Our website is provided for informational purposes and to facilitate communication with potential and existing clients. You agree to use our website only for lawful purposes and in accordance with these terms.

You agree not to use our website in any way that could damage, disable, overburden, or impair the site or interfere with any other party's use of the site. You may not attempt to gain unauthorized access to any portion of the website or any systems connected to it.

You may not use any automated system, including robots, spiders, or scrapers, to access our website without our express written permission.

5. Client Responsibilities

To enable us to provide our services effectively, you agree to provide accurate and complete information when requested, make relevant personnel available for meetings, interviews, and workshops as scheduled, review and respond to our communications and draft deliverables in a timely manner, and maintain the confidentiality of any preliminary or draft materials we provide.

You acknowledge that the quality and timeliness of our deliverables may be affected by delays or limitations in the information or access you provide.

6. Intellectual Property

All content on our website, including text, graphics, logos, and images, is the property of Apex Counsel or our content suppliers and is protected by intellectual property laws.

For engagement deliverables, upon full payment of all fees, you will receive a license to use the deliverables for your internal business purposes. We retain ownership of our methodologies, frameworks, tools, and any pre-existing intellectual property incorporated into the deliverables.

You may not reproduce, distribute, modify, or publicly display any content from our website without our prior written consent. You may not use our deliverables for any purpose other than as agreed in your engagement terms.

7. Payment Terms

Fees for our services are specified in the engagement letter or service agreement for each project. Unless otherwise agreed, fees are quoted in Hong Kong Dollars (HKD).

Unless otherwise specified in your engagement agreement, we typically require a deposit before commencing work, with the balance due upon completion. Payment is due within 14 days of invoice date.

Late payments may incur interest at a rate of 1.5% per month on the outstanding balance. We reserve the right to suspend services if payments are significantly overdue.

8. Confidentiality

We maintain strict confidentiality regarding all client information and engagement materials. We will not disclose your confidential information to third parties except as required by law or with your consent.

Our confidentiality obligations do not extend to information that is or becomes publicly available through no fault of ours, was known to us prior to disclosure, is independently developed by us, or is disclosed with your authorization.

Unless otherwise agreed, we may list you as a client in general terms without disclosing engagement details, unless you inform us in writing that you prefer not to be referenced.

9. Disclaimers

Our services are provided on an "as is" basis. While we strive for excellence, we make no warranties or representations regarding the accuracy, completeness, or suitability of our advice or deliverables for any particular purpose.

We do not promise any particular business results from implementing our recommendations. Success depends on many factors beyond our control, including market conditions, your execution, and decisions by third parties.

Our services do not constitute legal, financial, or accounting advice. We recommend that you consult with appropriate professionals for matters requiring such expertise.

Information on our website is provided for general informational purposes and should not be relied upon as professional advice for your specific situation.

10. Limitation of Liability

To the maximum extent permitted by law, Apex Counsel's total liability arising from or related to our services or this Agreement shall not exceed the fees paid by you for the specific engagement giving rise to the claim.

We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or business opportunities, regardless of whether we were advised of the possibility of such damages.

These limitations apply regardless of the form of action, whether in contract, tort (including negligence), strict liability, or otherwise.

11. Indemnification

You agree to indemnify, defend, and hold harmless Apex Counsel, its directors, employees, and agents from any claims, damages, losses, costs, and expenses (including reasonable legal fees) arising from your breach of these terms, your misuse of our services or deliverables, your violation of any law or regulation, or any third-party claim related to information you provided to us.

12. Termination

Either party may terminate an engagement by providing written notice as specified in the engagement agreement. In the absence of specific provisions, 30 days' written notice is required.

Upon termination, you will be responsible for payment of all fees for work completed up to the termination date, plus any committed expenses. We will provide you with all deliverables completed to that point.

Provisions relating to confidentiality, intellectual property, limitation of liability, and indemnification shall survive termination of any engagement.

13. Force Majeure

Neither party shall be liable for delays or failures in performance resulting from circumstances beyond their reasonable control, including natural disasters, acts of government, war, terrorism, labor disputes, or infrastructure failures.

14. Dispute Resolution

These terms are governed by the laws of the Hong Kong Special Administrative Region. Any disputes arising from these terms or our services shall be subject to the exclusive jurisdiction of the courts of Hong Kong.

Before initiating any legal proceedings, the parties agree to attempt to resolve disputes through good faith negotiation. If negotiation is unsuccessful, the parties may consider mediation before proceeding to litigation.

15. General Provisions

Entire Agreement: These terms, together with any engagement letter, constitute the entire agreement between us regarding the subject matter hereof and supersede all prior agreements and understandings.

Severability: If any provision of these terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

Waiver: Our failure to enforce any provision of these terms shall not constitute a waiver of our right to do so in the future.

Assignment: You may not assign your rights or obligations under these terms without our prior written consent. We may assign our rights and obligations to a successor entity.

Notices: Any notices required under these terms should be sent to the addresses specified in the engagement agreement or, for website-related matters, to the contact information below.

16. Changes to These Terms

We may revise these Terms and Conditions from time to time. Changes will be effective when posted on our website. For active engagements, material changes will be communicated directly to affected clients. Your continued use of our website or services after changes are posted constitutes acceptance of the revised terms.