Terms and Conditions – Xekvera

1. General

These terms and conditions ("Terms") apply to all services provided by 1st Element Consulting AB (org. no.: 559491-5570) ("Xekvera", "we", "us"). By ordering a service or entering into an assignment agreement with us, you agree to be bound by these terms.

2. Services

Xekvera provides professional services in:

• Strategic consulting and business development.
• Tactical planning and implementation.
• Operational execution and optimization.
• Consulting services in sales.

3. Contracts and payment terms

3.1. Specific assignments are governed by separate assignment agreements or order confirmations.

3.2. Payment must be made no later than 30 days after the invoice date, unless otherwise agreed in writing.

3.3. Late payment incurs default interest according to the Interest Act and statutory compensation for payment reminders and collection costs.

3.4. Price adjustment: Xekvera reserves the right to adjust prices for ongoing assignments once per calendar year in line with changes in Statistics Sweden's Consumer Price Index (CPI), using the base month stated in the applicable assignment agreement.

3.5. Specific pricing models, including performance-based fees and hybrid fees, are governed by the applicable assignment agreement.

4. Client's participation and responsibility

4.1. The completion of the assignment depends on the client providing necessary information, documentation, and access to relevant systems in a timely manner.

4.2. If the assignment is delayed or becomes more expensive because the client has not fulfilled their responsibility, Xekvera is entitled to reasonable compensation for extra work and the right to postpone the delivery date.

4.3. The client must give written notice of any defect in delivered work no later than fourteen (14) days after delivery or, if the defect could not reasonably have been discovered at that time, no later than fourteen (14) days after it was or should have been discovered. The notice must describe the defect.

5. Intellectual property rights

5.1. All material on Xekvera's website and methodology used in the services belongs to Xekvera.

5.2. Ownership of results: For specific client assignments, ownership of delivered results (e.g., strategy documents or plans) transfers to the client only when full payment has been received by Xekvera.

5.3. Xekvera owns the right to use general methods, experiences, and knowledge acquired during the assignment for other purposes.

5.4. Xekvera's pre-existing intellectual property rights, including methodology, frameworks, templates, tools and know-how developed before or independently of the client assignment, remain Xekvera's property. The client receives a non-exclusive right to use such material to the extent that it is included in the delivered result and required for the client's internal use of that result.

6. Limitation of liability

6.1. Xekvera is liable for direct damages caused by intent or negligence.

6.2. Our liability never includes indirect damages, such as lost profits, missed savings, or loss of data.

6.3. The total liability is limited to the fee the client has paid for the specific service to which the damage relates during the last six (6) months, but a maximum of 10 price base amounts.

7. Force Majeure

Xekvera is exempt from penalty for failure to fulfill any obligation under these terms if the failure is due to circumstances beyond Xekvera's control. This includes, but is not limited to, war, government action, strikes, cyber attacks, extreme weather conditions, or extensive disruptions in public digital infrastructure.

8. Non-solicitation

The client undertakes not to actively attempt to recruit or employ personnel from Xekvera during the contract period and for a period of twelve (12) months after the assignment has ended, without written approval and agreed compensation.

9. Confidentiality

9.1. Both parties undertake to treat all confidential information received during the collaboration with strict confidentiality. This applies during the contract period and after the collaboration has ended.

9.2. If an assignment requires Xekvera to process personal data on the client's behalf, for example customer data in CRM or support contexts, the parties shall enter into a separate data processing agreement pursuant to Article 28 of the GDPR. This applies independently of Xekvera's scoring methodology, which is based exclusively on company data.

10. Termination

10.1. Unless otherwise agreed, a mutual notice period of one (1) month applies for ongoing assignments. Termination must be made in writing. Upon termination, Xekvera is entitled to compensation for work performed and costs incurred until the end of the notice period.

10.2. Either party may terminate the agreement with immediate effect if the other party commits a material breach and, where remedy is possible, fails to remedy it within fourteen (14) days of written notice, or if the other party enters bankruptcy, corporate reconstruction or liquidation, or may otherwise reasonably be presumed insolvent.

11. Disputes and applicable law

11.1. Disputes regarding these terms shall primarily be resolved through negotiation between the parties.

11.2. If the parties cannot agree, the dispute shall be decided by a Swedish general court with the Stockholm District Court as the first instance.

11.3. Swedish law shall apply to these terms.

12. Changes to the terms

Xekvera has the right to revise these terms. The latest terms are always published on our website. Changes become effective for existing customers 30 days after publication.

13. Contact information

For questions regarding these terms, please contact us at: