Terms of Service

1. Parties and scope

These Terms of Service govern the relationship between BRCN Group OÜ (registered in Estonia, operating BRCN Studios, “BRCN”) and the client company engaging BRCN for commercial activation services. These terms apply to all engagements unless superseded by a separately signed written agreement.

2. Services

BRCN provides commercial activation services as described in the specific engagement scope agreed in writing before each engagement. Services may include partner type identification, outreach, first call support, follow-up coordination and market feedback reporting. The specific scope, timeline and deliverables are defined in the written scope document for each engagement.

3. What BRCN is not

BRCN is not a law firm, tax advisor, accounting firm, bank, licensed payment provider, notary, recruiter, employer-of-record, payroll provider, importer, distributor of record, warranty provider or EU Responsible Person. No engagement with BRCN constitutes legal, tax, financial or regulatory advice of any kind.

4. Payment terms

Engagement fees are due as specified in the written scope document. INSERT SPECIFIC PAYMENT TERMS — e.g. 50% upfront, 50% on completion; or monthly invoicing. All prices are in EUR and exclude VAT unless otherwise stated. Late payment may result in suspension of services.

5. No guarantee of outcomes

BRCN does not guarantee specific commercial outcomes, including but not limited to: signed distribution agreements, sales results, partner commitments, market acceptance or revenue. The deliverable is qualified commercial activation and honest market feedback. Market response is outside the control of BRCN.

6. Client obligations

The client agrees to: provide accurate and complete product, pricing and commercial information; participate in first conversations and follow-up as agreed; respond to BRCN communications within reasonable timeframes; and not misrepresent the scope of BRCN’s role to third parties.

7. Confidentiality

Both parties agree to keep confidential any non-public information shared during the engagement. This obligation survives termination of the engagement for a period of INSERT PERIOD — e.g. 2 years. Information that is publicly available, independently developed or required to be disclosed by law is excluded.

8. Intellectual property

All deliverables produced by BRCN in the course of an engagement become the property of the client upon full payment. BRCN retains the right to use anonymised engagement patterns and learnings for its own business purposes, provided no confidential client information is disclosed.

9. Limitation of liability

BRCN’s total liability to the client for any claim arising out of or in connection with an engagement shall not exceed the total fees paid by the client for that engagement in the three months preceding the claim. BRCN is not liable for indirect, consequential or incidental damages. REVIEW WITH LEGAL COUNSEL — liability clauses vary by jurisdiction.

10. Termination

Either party may terminate an engagement by providing INSERT NOTICE PERIOD written notice. Fees for work completed up to the termination date are due in full. Upfront fees for undelivered work are refundable on a pro-rata basis unless termination is due to client breach.

11. Governing law and jurisdiction

These terms are governed by the laws of Estonia. Any disputes shall be resolved in the courts of Estonia, unless both parties agree to an alternative dispute resolution mechanism. REVIEW WITH LEGAL COUNSEL — especially if clients are primarily in Germany or other specific jurisdictions.

12. Changes to these terms

BRCN may update these terms from time to time. The current version is always available at brcn.studio/terms. Changes do not affect engagements already in progress under a signed scope document.

13. Contact

For questions about these terms: hello@brcn.studio

Note: This is a template that must be reviewed and completed by a qualified legal professional before going live. All placeholder fields must be filled with legally accurate information appropriate to your jurisdiction and business structure.