Client Terms & Conditions

AidMix Client Terms & Conditions (Client)

Effective Date: Date of Acceptance
Version: 2.1

INTRODUCTION AND ACCEPTANCE

1.1 Company Information

AidMix AB (organization number 559528-7060) ("AidMix", "we", "us", "our") operates an online platform (the "AidMix'', AidMix Platform" or "Platform") that connects businesses and individuals seeking specialized scientific expertise ("Clients", "you", "your") with independent specialist service providers ("Scientific Specialists", "Specialists").

1.2 Agreement Scope

These Client Terms & Conditions (this "Agreement") govern your use of the Platform as a Client. By creating a Client account, clicking "Accept," or using the Platform to search, post projects, book meetings, or purchase Specialist services, you accept and agree to be bound by this Agreement. If you use the Platform on behalf of a company or other legal entity, you represent and warrant that you have authority to bind that entity.

1.3 Additional Policies

Your use of the Platform is also subject to our Privacy Policy and any other policies or guidelines we publish from time to time, which are incorporated by reference.

PLATFORM ROLE & VAT STATUS

2.1 Intermediary Status ( förmedling i annans namn )

Unless expressly stated otherwise in a Statement of Work ("SOW"), AidMix acts solely as an intermediary (förmedling i annans namn under Swedish law). AidMix:

• is not a party to the service contract between you and the Specialist;
• does not act as a commission agent (kommissionär) or in its own name unless an SOW states otherwise;
• provides matchmaking, communications, workflow tools and payment facilitation only; and
• does not warrant the quality, outcome, or legality of Specialist services and is not responsible for any advice, deliverables, or work performed by Specialists.

2.2 Service Delivery Structure

• Specialists render services directly to Clients as independent contractors.
• The service contract (scope, deliverables, acceptance, IP, timelines) exists solely between you and the Specialist.
• AidMix facilitates the relationship but does not supply the Specialist services.

2.3 Pricing Model & VAT / Invoicing Flow

You pay two components: a) Specialist Fee (Specialist → Client). The Specialist charges you for the Specialist services. The Specialist is solely responsible for the correct VAT treatment and invoicing of the Specialist Fee in accordance with the EU VAT Directive (2006/112/EC) and Swedish Mervärdesskattelagen. Typical rules include:

• B2B (Art. 44): place of supply is generally the customer's country; reverse charge may apply (invoice legend e.g., "Reverse charge – Art. 196, EU VAT Directive").
• B2C (Art. 45): place of supply is generally the supplier's country unless a specific rule applies.

b) AidMix Platform Fee (AidMix → Client). AidMix charges a Platform/Service Fee for use of the Platform and related services (e.g., discovery, secure communication, payment facilitation, dispute support). AidMix issues its own VAT invoice to you for the Platform Fee:

• Sweden B2B/B2C: 25% VAT applies unless a statutory exemption applies.
• EU B2C electronically supplied services: VAT charged per your member-state rate via OSS.
• EU B2B: where applicable, Reverse Charge (no Swedish VAT; reverse charge legend on invoice).

The applicable percentages and pricing are shown on the Platform or in the SOW/checkout. Where an SOW expressly states that AidMix acts in its own name for a specific project, it will also set out the corresponding VAT and invoicing treatment.

2.4 Limited Payment Collection Agent

You authorize AidMix to act as a limited payment collection agent for the Specialist solely for receiving your payments of the Specialist Fee and remitting such funds to the Specialist (net of fees, refunds, chargebacks, and legally required withholdings). Receipt by AidMix of your payment is deemed receipt by the Specialist and satisfies your payment obligation to the extent of the amount received. AidMix does not provide deposit-taking or investment services and does not pay interest on balances.

2.5 Consumer Protection

If you are a consumer, you may have additional mandatory rights under Swedish or EU consumer law (including distance selling rules and withdrawal rights). Nothing in this Agreement limits your mandatory statutory rights.

ACCOUNT REGISTRATION & ELIGIBILITY

3.1 Eligibility

You must be at least 18 years old and have legal capacity to enter binding contracts. If you register on behalf of an organization, you confirm that you have authority to bind that organization.

3.2 Accurate Information

You agree to provide truthful, accurate, and complete information during registration and while using the Platform, and to keep such information up-to-date.

3.3 Account Security

You are responsible for maintaining the confidentiality of your credentials and for all activity under your account. Notify AidMix promptly of any unauthorized access.

3.4 Platform Modifications (Business Users)

For business users, AidMix will give 15 calendar days' prior notice of material changes (shorter where legally permitted for security/legal reasons). You may stop using the Platform before changes take effect.

PRE-MEETING POLICY (30 MINUTES FREE)

4.1 Free Initial Consultation

Your first meeting with a new Specialist is a free Pre-Meeting of up to 30 minutes, scheduled via the Platform, used to discuss needs, scope, and fit. No billable work should be conducted during this session.

4.2 Cancellation, No-Show & Late Arrival

You may cancel or reschedule without penalty if done 12+ hours in advance (except illness or as otherwise agreed with the Specialist).

Client No-Show (late by >20 min or fail to attend without timely cancellation) may incur a fee equal to 30 minutes at the Specialist's published rate. When collected, 80% of this fee is paid to the Specialist.

If the Specialist No-Shows, you are not charged and retain the right to a free Pre-Meeting with that Specialist.

4.3 Consumer Withdrawal Rights

If you are a consumer, the 14-day withdrawal rules may apply. If service has begun, you may owe a proportionate amount for the part already performed.

POSTING PROJECTS, MILESTONES & BOOKINGS

5.1 Statements of Work (SOW)

Before paid work begins, you and the Specialist should agree in the Platform on an SOW including scope, deliverables, timelines, acceptance criteria, milestones and pricing.

5.2 Milestone Percentages & Release

You may propose milestone percentage allocations in the project workspace. Percentages become effective once the Specialist accepts. Funds for a milestone are released when you click Accept/Complete or upon expiry of a specified acceptance window if you do not respond.

5.3 Changes

Material changes to scope, schedule or percentages should be recorded via a change order in the Platform and accepted by both you and the Specialist.

FEES, PAYMENTS, REFUNDS & CHARGEBACKS

6.1 What You Pay

You agree to pay:

• the Specialist Fee (payable to the Specialist; collected by AidMix as limited payment collection agent), and
• the AidMix Platform Fee (payable to AidMix and invoiced by AidMix with applicable VAT).

6.2 Payment Timing

Unless otherwise stated, you are charged upon booking, upon milestone funding, or as specified in the SOW. Payments are processed through approved processors (e.g., Stripe). AidMix may place temporary authorization holds.

6.3 Refunds & Cancellations

Before work starts: you may cancel and receive a refund of the Specialist Fee; the Platform Fee may be refundable subject to our refund policy and any unrecoverable processing costs.

After partial performance: refunds are pro-rata based on uncompleted milestones. Completed/accepted milestones are not refundable.

Failure to deliver: if the Specialist fails to deliver agreed work, you may open a dispute (Section 9) within the resolution window; AidMix will facilitate a good-faith resolution.

Chargebacks: if a payment is charged back, AidMix may suspend the project and seek information from you; unjustified chargebacks may result in account action.

6.4 Taxes & VAT

You are responsible for applicable taxes on your purchases (including VAT/GST). AidMix will collect VAT on the Platform Fee where required (e.g., Sweden 25%, EU B2C via OSS; EU B2B reverse charge where applicable). The Specialist is responsible for VAT on the Specialist Fee.

6.5 Currency, Fees & FX

Amounts are shown in the currency displayed at checkout. Your bank or card issuer may charge FX or processing fees, which are your responsibility.

6.6 Late Payment Interest (Business Clients)

For late invoices permitted by SOW, räntelagen (Swedish Interest Act) applies (reference rate + 8%).

CONFIDENTIALITY, INTELLECTUAL PROPERTY & CLIENT MATERIALS

7.1 Confidentiality

You and the Specialist shall keep each other's Confidential Information secret, use it only for the project, and protect it from unauthorized disclosure. AidMix will handle your data in line with the Privacy Policy.

7.2 Intellectual Property in Deliverables

Unless the SOW expressly states otherwise, upon your full payment for a project, all economic rights in the resulting work product ("Work Product") transfer to you. Certain moral rights may be unwaivable under Swedish law.

7.3 Pre-Existing Materials & Third-Party IP

If the Specialist incorporates pre-existing materials, they must disclose this in the SOW and grant you a perpetual, worldwide, royalty-free license to use them as part of the Work Product. The Specialist is responsible for obtaining any third-party licenses.

7.4 Your Materials

Materials you provide remain your property. You grant the Specialist a limited license to use them solely for the project. Upon completion or your request, the Specialist must return/delete your materials.

REVIEWS, FAIR USE & CONDUCT

You may leave ratings and reviews about Specialists. Reviews must be fair, lawful, and respectful. We may remove content that is unlawful or violates our policies, but genuine negative feedback is not removed. You agree to use the Platform lawfully, not to harass or discriminate, not to post infringing or misleading content, and not to attempt to bypass the Platform's payment system for Specialists first met on AidMix.

DISPUTE ASSISTANCE (CLIENT ↔ EXPERT)

AidMix is not a party to your service contract but offers good-faith dispute assistance:

• Open a dispute in the project workspace within the specified resolution window (typically 7–14 days after delivery).
• Provide evidence (messages, files, call logs, acceptance criteria).
• AidMix may gather information, propose solutions, or recommend partial refunds or re-work by the Specialist.
• If no resolution is reached, claims must be pursued directly between you and the Specialist under the governing law in Section 12.

DATA PROTECTION & PRIVACY

10.1 Roles

AidMix is data controller for your Platform account data. Each Specialist is an independent controller for personal data they receive from you for performing services.

10.2 Processing & Security

Specialists must process your personal data only for agreed services, implement appropriate security measures, and delete data when no longer needed. You can read how AidMix processes your data in our Privacy Policy.

10.3 Data Subject Rights

You can exercise GDPR rights (access, rectification, deletion, restriction, objection, portability). You may lodge complaints with Integritetsskyddsmyndigheten (IMY).

10.4 International Transfers

Data may be processed in the EU or transferred with appropriate safeguards (e.g., SCCs).

LIABILITY

11.1 AidMix's Liability

To the maximum extent permitted by law:

• AidMix is not liable for any indirect, consequential, punitive, or special damages, or for loss of profits, data, or reputation;
• AidMix's total liability for claims arising from or related to this Agreement is capped at the Platform Fees you paid to AidMix for the 12 months preceding the event giving rise to the claim, or EUR 100 if none; and
• AidMix does not warrant the quality or outcome of Specialist services.

Nothing limits liability for death/personal injury caused by negligence, gross negligence (grov vårdslöshet), intent, fraud, breach of confidentiality, IP infringement, or other liabilities that cannot be limited by law.

11.2 Specialist's Liability

The Specialist remains solely responsible for the Specialist services, deliverables, advice, and compliance with law (including tax and VAT obligations).

GOVERNING LAW, CONSUMER RIGHTS & DISPUTES

Governing Law: Swedish law, without regard to conflict-of-laws principles. UN CISG excluded.

Business Clients: exclusive jurisdiction is the Stockholm District Court (Stockholms tingsrätt); mediation is available (SCC Mediation Center / CEDR).

Consumers: you may bring claims in your home country court; you have access to ARN (www.arn.se) and the EU ODR platform (ec.europa.eu/consumers/odr). Your mandatory consumer rights are preserved.

TERM, SUSPENSION & TERMINATION

This Agreement starts when you accept it and continues until terminated.

AidMix may suspend or terminate your account (with reasons) if you materially breach this Agreement, engage in fraud, violate law, or create risk for other users or the Platform.

You may stop using the Platform at any time.

Termination does not affect rights and obligations already accrued (e.g., payment of completed services), and provisions that by nature should survive (confidentiality, IP, taxes, liability, dispute resolution) will continue in force.

COMPLIANCE & PLATFORM POLICIES

Sanctions: services may be refused where prohibited by EU/Swedish sanctions.

Anti-Corruption & AML: no bribery/corruption; KYC/AML checks may be required.

Notice of Changes: business users receive 15-day prior notice of material changes (shorter where legally allowed).

Internal Complaints: — we aim to respond within 15–30 business days.

GENERAL PROVISIONS

Entire Agreement: this Agreement plus incorporated policies supersede prior terms.

Amendments: we may update this Agreement as stated in Section 14.

Assignment: you may not assign without AidMix's consent; AidMix may assign in connection with business changes.

Severability: invalid terms are modified or severed to the minimum extent necessary.

No Waiver: no waiver is effective unless in writing and signed; delays are not waivers.

Language: an English and a Swedish version may be provided; English prevails if there is a conflict.

Electronic Communications: you consent to notices via email or through the Platform.

Force Majeure: neither party is liable for delays caused by events beyond reasonable control.

CONTACT INFORMATION

By accepting these terms, you acknowledge that you have read, understood, and agree to be bound by this Agreement.

Last updated: 2025-08-20
Version: 2.1