These Terms & Conditions govern the provision of professional advisory services by Azanita Consulting (“Azanita Consulting”, “we”, “our” or “us”) to its clients.
Azanita Consulting provides independent technology advisory services designed to help organisations make informed strategic and technical decisions. Our services are delivered with professionalism, integrity, independence and confidentiality, and these principles form the foundation of every client engagement.
These Terms & Conditions establish the rights and responsibilities of both Azanita Consulting and its clients and are intended to ensure a clear and transparent working relationship.
These Terms & Conditions form part of every agreement between Azanita Consulting and its clients unless expressly agreed otherwise in writing.
For the purposes of these Terms & Conditions, the following definitions apply:
Agreement
The written agreement, proposal, statement of work, quotation or other document describing the services to be provided by Azanita Consulting.
Client
Any individual, company, organisation or other legal entity engaging the services of Azanita Consulting.
Confidential Information
Any non-public information disclosed by either party during the course of an engagement, including business, operational, financial, commercial, technical or strategic information.
Deliverables
Any reports, assessments, recommendations, documentation, presentations or other work products produced by Azanita Consulting as part of an agreed engagement.
Services
The independent technology advisory and consultancy services provided by Azanita Consulting.
Third Party
Any organisation or individual other than Azanita Consulting or the Client.
These Terms & Conditions apply to all services provided by Azanita Consulting unless expressly agreed otherwise in writing.
They apply to all quotations, proposals, advisory engagements, consulting services, workshops, assessments and other professional services provided by Azanita Consulting.
Where a separate written agreement, Statement of Work (SoW), Master Services Agreement (MSA) or other contractual document has been executed, those documents shall take precedence to the extent that they differ from these Terms & Conditions.
If any provision of these Terms & Conditions is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
No amendment or variation of these Terms & Conditions shall be effective unless agreed in writing by both parties.
Azanita Consulting provides independent technology advisory services designed to support strategic, architectural and operational decision-making.
Our services are advisory in nature and are intended to assist clients in evaluating technology, identifying opportunities, managing risks and making informed business decisions.
Unless expressly agreed otherwise in writing, Azanita Consulting does not provide:
Recommendations provided by Azanita Consulting are based on the information made available during the engagement, professional expertise and industry best practices applicable at the time the advice is given.
Clients remain responsible for all business, technical and operational decisions made following our recommendations.
Independence and objectivity are fundamental principles of every engagement undertaken by Azanita Consulting.
Our recommendations are developed solely in the interests of our clients and are based on professional judgement, technical expertise and the specific objectives of the engagement.
Azanita Consulting operates independently of hardware manufacturers, software vendors, cloud providers, system integrators and managed service providers.
Unless explicitly disclosed and agreed in writing:
Where multiple suitable solutions exist, recommendations will be made using objective criteria such as technical suitability, business requirements, security, operational impact, cost considerations and long-term sustainability.
Our independence enables clients to make technology decisions with confidence, knowing that our advice is provided without commercial bias.
Successful advisory engagements depend upon active cooperation between Azanita Consulting and the Client.
The Client agrees to:
Azanita Consulting is entitled to rely upon information provided by the Client unless there is a clear reason to believe that such information is inaccurate or incomplete.
The quality and effectiveness of our advisory services depend upon the completeness and accuracy of the information made available during the engagement.
Azanita Consulting performs all services with reasonable skill, care and professional diligence consistent with generally accepted industry standards.
Our services constitute an obligation to use reasonable professional efforts and do not constitute a guarantee that any particular outcome, business objective or technical result will be achieved.
Recommendations provided by Azanita Consulting are based on the information available at the time of the engagement and reflect our professional judgement in light of the circumstances known at that time.
Implementation decisions remain the responsibility of the Client.
Where requested, Azanita Consulting may assist in reviewing implementation plans or validating proposed solutions; however, responsibility for implementation, operation and ongoing management remains with the Client or its appointed service providers unless otherwise agreed in writing.
Nothing in these Terms & Conditions shall be interpreted as transferring decision-making responsibility from the Client to Azanita Consulting.
Fees for the services provided by Azanita Consulting shall be agreed in writing prior to the commencement of an engagement unless otherwise agreed between the parties.
Unless stated otherwise in a proposal, quotation or other written agreement:
Where a client disputes an invoice, the undisputed portion shall remain payable within the agreed payment period.
Azanita Consulting reserves the right to suspend services where invoices remain unpaid beyond the applicable payment terms, provided reasonable notice has been given.
Unless expressly agreed otherwise in writing, all intellectual property rights relating to the methodologies, templates, frameworks, processes, tools and know-how developed or used by Azanita Consulting remain the exclusive property of Azanita Consulting.
Upon full payment of the agreed fees, the Client is granted a non-exclusive, non-transferable licence to use the deliverables produced specifically for the Client for its own internal business purposes.
The Client shall not reproduce, distribute, publish, sell or commercially exploit deliverables prepared by Azanita Consulting without prior written consent, except where such use is reasonably necessary for the Client’s internal operations.
Nothing in these Terms & Conditions transfers ownership of Azanita Consulting’s intellectual property to the Client.
The Client retains ownership of all intellectual property, documentation and materials supplied to Azanita Consulting by or on behalf of the Client.
Both parties acknowledge that confidential information may be exchanged during the course of an engagement.
Each party agrees to:
These confidentiality obligations continue after completion or termination of the engagement for as long as the information remains confidential.
Nothing in this section prevents either party from complying with legal or regulatory obligations requiring disclosure.
Where appropriate, additional confidentiality obligations may be agreed through a separate Non-Disclosure Agreement (NDA).
Azanita Consulting is committed to protecting personal data in accordance with applicable data protection legislation.
Where personal data is processed during the course of an engagement, both parties shall comply with their respective obligations under applicable privacy legislation, including where relevant:
Further information regarding the processing of personal data is available in our Privacy Policy.
Where the nature of the engagement requires a separate Data Processing Agreement (DPA), the parties shall enter into such an agreement before the relevant processing activities commence.
Azanita Consulting provides independent advice regarding technologies, products, services and solution providers where relevant to the objectives of the engagement.
Any recommendation relating to third-party products, vendors or service providers is provided solely as professional advice and does not constitute an endorsement, warranty or guarantee of the performance, availability or suitability of those products or services.
The Client remains responsible for evaluating and selecting any third-party products or services and for entering into any contractual arrangements with those third parties.
Azanita Consulting accepts no responsibility for the acts, omissions, products, services or contractual performance of third-party organisations.
Where requested by the Client, Azanita Consulting may assist in evaluating or comparing third-party solutions; however, all procurement and purchasing decisions remain the sole responsibility of the Client.
Azanita Consulting does not receive financial incentives or other benefits from third-party vendors unless expressly disclosed to the Client in writing.
Azanita Consulting shall perform its services with reasonable skill, care and professional diligence.
To the maximum extent permitted by applicable law, Azanita Consulting shall not be liable for any indirect, incidental, consequential, special or punitive damages, including but not limited to:
Azanita Consulting shall not be liable for any decisions, actions or omissions taken by the Client or any third party based upon recommendations provided during an engagement.
Our liability shall in all cases be limited to direct damages arising solely from proven negligence directly attributable to Azanita Consulting.
Nothing in these Terms & Conditions excludes or limits liability where such exclusion or limitation is prohibited by applicable law.
Neither party shall be liable for any failure or delay in performing its obligations where such failure or delay results from circumstances beyond its reasonable control.
Such circumstances may include, but are not limited to:
The affected party shall notify the other party as soon as reasonably practicable and shall use reasonable efforts to minimise the impact of the force majeure event.
Where a force majeure event continues for an extended period and materially affects the engagement, both parties shall discuss an appropriate solution in good faith.
Either party may terminate an engagement in accordance with the terms set out in the applicable agreement, proposal or Statement of Work.
Where no specific termination provisions have been agreed, either party may terminate the engagement by providing reasonable written notice.
Termination shall not affect:
Upon termination, Azanita Consulting shall provide the Client with any completed deliverables for which payment has been received, unless otherwise prohibited by law or contractual agreement.
These Terms & Conditions shall be governed by and interpreted in accordance with the laws of the Netherlands.
Any dispute arising out of or relating to these Terms & Conditions or the services provided by Azanita Consulting shall first be addressed through good-faith discussions between the parties with the aim of reaching an amicable resolution.
Where a dispute cannot be resolved through mutual consultation, it shall be submitted to the competent courts of the Netherlands.
Nothing in this section prevents either party from seeking urgent interim or injunctive relief where permitted by applicable law.
Azanita Consulting may update these Terms & Conditions from time to time to reflect changes in legislation, professional practice or the services we provide.
The latest version will always be made available through our website and will indicate the applicable version number and effective date.
Updated Terms & Conditions shall apply to new engagements from their effective date.
Existing engagements shall continue to be governed by the Terms & Conditions that formed part of the agreement at the time the engagement commenced, unless otherwise agreed in writing by both parties.
If you have any questions regarding these Terms & Conditions or the services provided by Azanita Consulting, please contact us.
Azanita Consulting
Boxtel, The Netherlands
Chamber of Commerce (KvK): [To be inserted]
VAT Number: [To be inserted]
General Enquiries
info@azanita-consulting.com
Website
https://www.azanita-consulting.com
Future statutory company information, including our Chamber of Commerce (KvK) registration number and VAT identification number, will be included here once available.
We value transparency, professionalism and long-term relationships, and we are always happy to discuss any questions regarding our services or these Terms & Conditions.
Independent Technology Advisory
for Complex IT Environments