General Terms and Conditions
Our aim is to build an innovative knowledge community, including individual innovators, researchers, universities, research institutions, end-users, innovative companies and their partners, investors, and large enterprises. Subscribers are accepted from all around the world. We believe that this community can develop into a cross-border, lean, resilient, effective and successful innovation ecosystem. Subscribed members of our community gain exclusive access to our customized training materials, exclusive workshops, expert pool, product, program and project development, proposal writing and leadership capacity, our internal virtual marketplace, get consulting support and special discount on our other services.
1.1. Purpose of the GTC
The purpose of this General Terms and Conditions (GTC) document is to determine the terms and conditions of joining the innovative community founded by Székely Family and Company Kft., the services provided to subscribed individuals and companies, the services available without subscribing, confidentiality rules, the business conduct expected from members of the community and the remuneration for each service.
1.2. Terms and Definitions
In the GTC the terms “Székely Family & Co.”, “company”, “we”, “service provider” shall be understood as reference to the Székely Family and Company Kft.
The innovative community founded by Székely Family and Company Kft. is also referred to as “community”, “knowledge community”, “club”, “network”, “service” if not defined otherwise.
The natural or legal person who accepts the GTC and enters the community’s subscription agreement is also referred to as “member”, “our member”, “partner”, “subscriber”, “customer”, “member of the community” ” if not defined otherwise.
The customers accepting the GTC itself and using each of the separate services without joining the community shall also be understood as “our customer”, “our partner”, “customer”, “partner”, if not defined otherwise.
“Customer” means any natural or legal person contracted with us, regardless of whether they are members or not.
Groups created on the social network, the web and other communication channels to operate the knowledge community, accessible only to subscribers are also referred to as “closed group”, “group”, “our groups”, “channel”, “channels”, “intranet”, “private network” if not defined otherwise.
1.3. Duration of GTC
The current text of the GTC is valid from 15.12.2020. The previous versions of the GTC become void from 2020.12.15.
1.4. Amending the GTC
Székely Family & Co. reserves the right to unilaterally amend the GTC, which is announced to members of the community 30 days before its entry into force. Announcement may happen by posting on our channels or website as well as sending notification e-mail to our members.
2. Business Conduct Expected Within the Community
The principle of this innovative community is that its members do business not against each other, but to promote the success of themselves and the community.
Let us rejoice in each other’s success and help other members of the community achieve their goals. This does not preclude the application for remuneration or other remuneration corresponding to the normal market price for assistance.
Trust, good faith and fair business behavior are expected, but no one is obliged to make decisions in the interest of the community at the serious risk or expense of their own business.
Honesty is an important element within the community, we do not expect anyone to participate in projects or other activities that are not attractive to them and we support partners in communicating their own needs to the community.
We must show respect for each other in written and oral communication.
It is forbidden to copy, violate or otherwise abuse the know-how, intellectual property or business idea of another member of the community without their permission.
If the other member of the community is active in a similar or the same business, then a coopetitive attitude must be demonstrated, a healthy, developmental rivalry is not harmful at all. The world is big enough, it has a client for all members and there are enough external competitors to make reason for cooperation.
The conclusions, discussions and ideas from the community’s internal discussions are not to be disclosed for non-members.
Members of the community are asked to do as much as possible to promote sustainability in their business and in their own way of life, avoid waste, unnecessary ostentation and seek to reduce waste emissions (e.g. work at home), for selective waste collection, renewable energy, recycling and saving water.
3. Name of Service Provider
The service provider of services covered by this GTC is the Székely Family & Co. Limited Liability Company (1191 Budapest, Fő u. 11. 7/20, registration number: 01-09-348802, tax number: HU27089808).
Contact details of your service provider:
4. Description of services
4.1. Overview of services
Our company provides a two-level standard service and additional services – that are also available without subscribing – for members of the community. The additional services are provided under the terms of this GTC, but on a separate order and based on the conditions set out therein, for additional remuneration. For subscribers who are individual inventors or beginner entrepreneurs, or experienced businessmen stepping into new market segments, mutual strategic planning, organizing, fundraising, product, service, program and project planning, project execution either in consortial or subcontracting form are available. We aim to transfer our knowledge and experience while creating societal and economic values together, facing the challenges on the road to success.
Our standard service is the innovative knowledge community membership.
There are two levels of membership based on the customer needs experienced so far. One level is for preparation, getting to know each other, pathfinding, and participating in the community in a supportive way, the other level is for start-ups and individuals willing to set up their companies.
- Proposal writing
- Project support
- Sales support
- Technology Transfer
- Capacity building
- Investor support
4.2. Innovative community membership
Individual membership: recommended to natural persons who want to be part of the knowledge community, receive the latest educational materials, information and see the ongoing projects, to have the opportunity to get involved, but do not plan to enter the market in the near future with development, start-up or other business model company.
Corporate membership: offered to start-ups and operating companies, as well as to individuals who are about to set up a company, in which we already provide specific, personalized assistance, in addition to the individual membership, it is possible to participate in our closed events, introduce themselves on our web interface and support their technology transfer requests if needed.
In order to promote the business, research and development success of our members and to spread their reputation and grow their customer base, we strive to connect our members within the community with complementary competences and strategies and to expand their network of contacts necessary for the acquisition of resources, for example through potential international consortium partners.
For our corporate members, workshops to map market opportunities and potential collaboration for tenders and call for proposals are regularly organized, where only our strategic partners, potential clients and recognized expert speakers can participate in addition to our members. We also provide business and networking opportunities (B2B) at the events. It is of utmost importance to us to maintain the trusting atmosphere and efficiency of these events and the protection of trade secrets, so participation can only be ensured under strict rules. In all cases, you can only participate after individual registration and with a personal invitation, forwarding the invitation is forbidden. If any of our customers would like to invite others, they need to contact us and we will invite the proposed guest. We reserve the right to cancel invitations to anyone except our members, to withdraw invitations from any invitees except our members without giving reasons, and to remove any participants except our members from the event without giving reasons.
4.3. Proposal writing
We can help our clients to apply for direct EU and other international funds according to their needs and existing competences. We only undertake to write Hungarian applications in exceptional cases.
There are plenty of fundraising opportunities besides research and innovation grants and we are helping our clients to achieve funding or extend their opportunities. Start-up investments, including pre-seed, seed, Series A, Series B and Scale-up phases, social venture capital, socially responsible investment, green funds are within reach for our community members. Opening doors and bringing the pitch opportunity is our primary task. If needed, we can also make the pitch for our clients, prepare them for negotiations and create the necessary introduction documents.
4.5. Project support
Usually the hard part starts when you already have the seed funding and launched your project. Technical and organizational challenges, end-user outreach, risks, resource optimization, dissemination, protection of intellectual property, privacy, regulatory framework, project management, including contracts, procurements, progress and financial reporting are the main but not the only issues you have to deal with. We think you shall focus on your idea and goals and leave the rest of issues to us. Therefore, we offer our clients full project support by joining their project and taking care of the tasks they wish to be handled by us. Stronger together we can increase chance of success and be more resilient. One important rule: the intellectual property stays with you – the customer – and with you only, we perform those tasks from the budget allocated in the project without any further remuneration.
4.6. Sales support
We can help our members sell their existing or developing products and services, both in domestic and export markets. This support is carried out as an independent agent. This includes, in particular, the acquisition and transfer of the customer’s contact, the introduction of the parties to each other, participation in initial and subsequent negotiations, and related fundraising activities (such as export support tenders), whether or not a separate success fee has been charged. In the case of a successful brokerage, we charge a success fee of 5% + VAT of the net sales revenue, which is due in installments or in a lump sum according to the payment received.
4.7. Technology transfer
Using our expertise achieved in space technology transfer projects, we are determined not to leave technologies in the drawers or in the lockers of the labs, but to move them out to change our world in a responsible and sustainable way. Supporting this process with technology scouting and evaluation, we help draft use case scenarios for our members and search for potential opportunities either for product development as well as for licensing. We do not charge any success fee if the technology is acquired by one or more of our members, we charge five percent +VAT success fee only after technologies that are licensed out of the community.
4.8. Capacity building
This service is primarily intended for larger companies, research institutes and universities. At the customer we assess the international and direct EU R&D project capacity, build an innovative Horizon Europe participation team, renew the necessary processes, review the organizational regulations and align them with the requirements for Horizon Europe participation. As part of capacity building, we provide 30 hours of practice-oriented training for the designated team.
For companies and other organizations that are not members but rely on us for a task, we offer traditional consulting services.
4.10. Investor support
For individual investors, investor networks or investment funds who would like professional help in choosing the right investment, we provide investor support. In doing so, we analyze the companies recommended or applying for investment and comment on the market opportunities of the product or concept. If requested, we represent the investor in the negotiations.
5. Ordering Services
The standard services can be ordered by the subscriber on the website, by an electronic statement made through our direct contacts or by a traditional written contract. The order is valid only if the subscriber accepts the GTC and the contents of the privacy notice or the deviation from it is recorded in a written contract or confidentiality statement and it is signed by both parties. The order will be processed as soon as possible by the service provider and a confirmation will be sent back to the client. The service will be available to the client from the date on receipt of the confirmation.
Service Provider explicitly reserves the right to refuse any order without giving any reasons.
6. Conclusion and Modification of the Contract
By confirming the order, the contract is concluded. If you order or cancel additional services, the contract will be amended by confirming a change to the additional order or cancellation. The privacy statement made by us to the subscriber or the individual confidentiality agreement entered with it automatically forms part of the contract, regardless of whether it is signed before or after the contract. Székely Family and Co. does not sign any amending provision that protects the business secrets and data of the members less effectively than the GTC or violates the legitimate interests of any member of the community.
7. Payment Systems and Methods, Pricing
7.1. Payment Systems and Methods
The service fee is payable monthly, quarterly, every six months or annually in advance, against an invoice and by the 15th day from the beginning of the relevant period. The subscriber may also pay the subscription fee by bank transfer, direct debit, Barion, PayPal, Stripe, or any other available payment system.
We currently use three payment systems in the webshop:
Barion payment system, which allows one-time and – in case of existing Barion registration – regular payment, including payment by credit card. Online credit card payments are made via the Barion system with data transfer. Credit card details will not be sent to the merchant. The service provider Barion Payment Zrt. is an institution under the supervision of the Magyar Nemzeti Bank, its license number: H-EN-I-1064/2013.
PayPal payment system that allows one-time and – in case of existing PayPal registration – regular payment, including payment by credit card. Online credit card payments are made via the PayPal system, with data transfer. Credit card details will not be sent to the merchant. PayPal is a financial institution incorporated in Luxembourg whose prudential supervisory authority is the Luxembourg financial authority, the Commission de Surveillance du Secteur Financier (‘CSSF’). The registered office of the CSSF is at 283 Route d’Arlon, 1150 Luxembourg, Luxembourg.
Stripe Payment system – still under introduction in Hungary – (the highest audited PCI-1 certified financial service provider) for payment by bank card. Online credit card payments are made through the Stripe system with data transfer. Credit card details will not be sent to the merchant. The Stripe system is operated by Stripe Technology Europe Ltd. Details can be found at https://stripe.com/en-hu/ssa. Until the system is fully implemented, we will not be liable for any errors or damages resulting from system failures or regulations of the supervisory body.
7.2. Paying the subsrciption fee
For basic services, the subscription fee can be payed monthly, every six months or annually in advance, against an invoice and until the 15th day of the relevant period. The subscriber may pay the subscription fee by wire transfer, direct debit, PayPal, Simple or other available payment system.
7.3. Innovative community membership
The price of the service depends on the date of entry into the membership as follows. The method of calculating the membership fee established upon entry remains unchanged as long as the membership exists. If the membership is terminated and re-established in the meantime, the price will be based on the date of the restart.
7.3.1. First clients’ membership fee (2019.11.15-2020.12.15)
Membership fees for our members who have joined by 15.12.2020 will remain unchanged until the subscription is cancelled for any reason (temporary cancellation, suspension, etc.).
7.3.2. 2021 clients (2020.12.16-)
After the entry into force of the new GTC, our customers have the option to choose between individual and company membership.
The price of an individual membership is 3600 HUF + VAT per month.
The price of the corporate membership is 6000 HUF + VAT per month plus if the support activity has an allocated success fee rate, then in case of success 5% + VAT of the result (received support, investment earned, technology transfer consideration, acquisition).
7.4. Proposal writing
In the framework of the consultation available as part of the corporate membership, we are happy to advise, give directions to our member working on the application, proofread the application or parts thereof, help them find suitable partners and build a consortium. We do not charge a special fee for this contribution; we only charge a 5% +VAT success fee.
For members who wish us to participate in the writing of applications in excess of the consultation framework, we offer support for hours exceeding the limit at a discounted price of EUR 25 + VAT per hour. In case of a winning contest, we will also charge a 5% +VAT success fee.
For companies that are not members but would like to use our application writing service, we undertake to write applications for a fee of EUR 3690 + VAT per application and a success fee of 5%+VAT. The prize shall include a recast of the application for possible re-submission in the case of the same tender. We offer a 50% discount on the tailoring of the already completed application material for a different call for proposals (the discount does not apply to the success fee).
In the case of successful applications written by our company in any way, such as in the framework of a consultancy, assistance or express tender writing service, the success fee will be charged after the total grant has been awarded, which must be paid by wire transfer, scheduled for the disbursement of the grant, until 30 days after the receipt of the tranche. In case of individual scholarships or researcher mobility applications awarded to researchers or inventors, no success fee will be charged. We will not charge a success fee even if we participate in the implementation of the project as a consortium member after it has been awarded and our budget part reaches or exceeds the success fee.
If our contribution to achieving the financing exceeds the consultation timeframe for membership, our member will be charged EUR 25 + VAT per hour for the extra hours agreed in advance.
Non-member customers will be charged EUR 50+VAT per hour for the same contribution.
Once funding is established, we will charge a 5 percent + VAT success fee. In the case of assistance in obtaining grants in the “pre-seed” and “seed” phases, start-ups will only have to pay the success fee after winning a Series A or exit (whichever comes first). Payment of the success fee is due within 30 days of receipt of the funding, adjusted to the schedule of funding, against an invoice. An exception to this is start-up financing where the success fee for the financing received in the pre-seed and seed phases is payable at the time of receipt of the Series A financing or at the time of the successful sale (exit), within 30 days of the date on which the condition was met, against an invoice.
7.6. Project support
Project support fee is EUR 25 per project hour for members, EUR 50+VAT per project hour for non-members.
7.7. Sales support
The success fee for sales support is 5% of the net sales revenue received for the benefit of our member during the business created through our intermediation + VAT. The transaction is established when the relevant contract has been concluded by the parties, including an electronic contract, such as purchases from a webshop on the Internet. The success fee must be paid according to the schedule of incoming revenue, for example, if a deposit or advance is received, the amount of the success fee due to the deposit or advance is already due from both the deposit and the advance. Our member will provide us with information on the amount of income received within 8 days, on the basis of which we will issue an invoice for the current part of the success fee, which must be paid within 30 days of its issuance. If the contract is terminated in the meantime due to either party, the part of the success fee already paid will not be refunded. If the contract is terminated because the parties have clearly concluded the contract solely and exclusively due to an error caused by Székely Family and Co., in this case we will also refund the part of the success fee already paid.
7.8. Technology transfer
In the case of a successful technology transfer, a 5 percent + VAT success fee calculated on the basis of the total value of the technology transfer will be charged if the technology is removed from the community and sold to a person who is not a member of the community. We do not charge success fee for intra-community technology transfer. In determining the success fee, all payments (upfront payment, milestone payment, royalty, minimum annual royalty etc.) shall be included in the total value. The success fee shall be paid against an invoice within 30 days of the receipt of each payment.
7.9 Capacity building
The price of the capacity building service is 2.880.000 HUF + VAT.
The price of consultancy is EUR 50 per hour + VAT. If the consultancy is used for proposal writing, fundraising or technology transfer, 5% +VAT success fee will also be charged.
7.11 Investor support
For investor support activities only a success fee is charged for the result of the investment (including dividends received and the purchase price received during the exit) at a rate of 7%+VAT.
8. Certificate of Performance
For standard services, there is no need for a separate certificate of performance. In case of additional services, our partners are obliged to inform us if the objectives set for each additional service have been achieved (e.g. milestone) or if they have successfully generated the revenue on which the success fee is paid. In this case, they must issue an electronic or paper certificate of performance and send it to us. We will issue the invoice based on that certificate.
9. Suspension and cancellation of the service
The service provider reserves the right to change, suspend, restrict, pause, limit, or terminate the service. If the standard services are unavailable for more than 15 days in a month, subscribers will not be charged with subscription fee for the given month. When the service is terminated, the subscription will also be automatically terminated. The service may be unavailable due to scheduled maintenance with prior notification of subscribers or due to troubleshooting with informing subscribers as soon as possible.
10. Termination of contract
Either party shall have the right to terminate the contract by a unilateral reasoned statement addressed to the other party coming into effect by the end of the given month. Upon termination of the contract, fees that have previously been due shall be paid and will not be refunded. The ongoing additional services shall be closed by a separate agreement in which the parties shall square the accounts. Our company undertakes performing the additional services started before the termination. Our client is obliged to pay the fees set for those deliverables. Our partner acknowledges that it is still obliged to pay the success fee for the ongoing financing or technology transfer negotiations and proposals already submitted. The Székely Family & Co. will inform the other members of the community of the fact that community membership has ceased, and the third parties concerned with regard to financing, technology transfer and project support.
11. Data and confidentiality
All of our members are obliged to consciously protect the data and trade secrets of the community and its members. Information belonging here, including in particular the operation of the community, the business model, the identity of its experts and applicants, members, events, programs, business results, completed, ongoing or under development, projects, technologies, submitted or ongoing applications in the community it is forbidden to share it, to mention it in front of others at a business meeting, event or other informal conversation, informal meeting, and to share it through correspondence or other messaging application or communication platform.
This also applies if the information does not have an explicit encryption mark, but its content meets the legal definition of trade secrets or the definition above. Exceptions may only be made at the written request of Székely Family and Co. or the member concerned in order to build relationships, acquire business, or obtain financing. The defaulter is liable for damages resulting from failure to comply with data and confidentiality awareness, even if he or she has not intentionally violated confidentiality.
11.1. Protecion of personal data
Our company declares that the data protection impact assessment was carried out on 19.01.2020 and the result has been approved.
11.2. Protecting confidential business information
Parties mutually protect and respect each other’s trade secrets. The fact and extent of their business relationship are disclosed by mutual agreement, ranging from advertised, promoted cooperation to fully secret cooperation. Developments, projects, procedures, information, business models known to the other party or during community membership shall not be passed on to third parties (not in the Community) unless expressly authorized to do so by the party concerned. The authorization shall be made in writing or electronically and shall contain or clearly indicate the information which may be transmitted. For example, a project description or a service brochure. Nevertheless, the trade secret marking shall be affixed by the members of the Community on documents, even if sent to each other, marking parts they wish to protect. This can be a watermark, a note, or a header, in case of an email, the subject, text, signature or footnote, the requirement is that is shall be visible and easily detectable.
In case of the designation “BIZALMAS – CONFIDENTIAL” or “ÜZLETI TITOK – BUSINESS CONFIDENTIAL” the dissemination of the information is limited to our subscriber and us, it shall not be known to any other members of the community or by third parties. For example, this includes the draft investment contract.
In case of the designation “NEM NYILVÁNOS – NON-PUBLIC”, the information may only be obtained by members of the community and shall not be transmitted to outside the community. For example, such markings will be given to invitations to a closed community gathering or training materials.
In case of “RESTRICTED USE”, “DO NOT FORWARD” or ” EXCLUSIVE OFFER”, the information shall not be forwarded by the recipients. For example, this includes a draft application elaborated by a consortium.
These restrictions shall be applied in a moderate manner, bearing in mind the principles of necessity and proportionality.
11.3. Protection of intellectual property
The Parties undertake to mutually protect each other’s intellectual property and, if necessary, act together. In case of joint projects carried out on the basis of the order of the subscriber, the intellectual property shall remain by principle with the subscriber. In case of intellectual property created as the purpose of the project activity (foreground IP), the intellectual property owner is the subscriber. This provision does not exclude the exploitation of the results by Székely Family & Co. (e.g. technology transfer success fee). The parties shall not modify the ownership of the intellectual property used in the project if it was achieved before the project is implemented (background IP). If an intellectual property is created that was not originally intended for the project (sideground IP), like accidental findings during a research, it will remain the property of the subscriber, but our company claims a share of the revenues coming from exploitation or joint exploitation. If, as a result of subsequent exploitation, a new intellectual property (postground IP) is created, its ownership shall be governed by the agreement of the parties, for example, if the subscriber does not wish to participate in further development because it is targeting a completely different market segment, it may transfer the ownership of the postground IP. This does not preclude the subscriber and/or our company from benefiting from the results of the recovery.
Parties acknowledge that these provisions of the GTC may be overridden by a contract, agreement or Contract of Support concluded during a project and imposed by grant or funding conditions, with regard to foreground IP, such as the IP provisions of the ESA incubation contract.
11.4. Protection of classified information
The community shall provide the highest level of protection for classified information. In the case of projects carried out by members of the Community which handle EU, NATO and one or more Member States’ classified information, such classified information shall be treated in accordance with the relevant legislation and may be shared within the Community only with those members with whom it is shared under that legislation. The member authorized to use the classified information shall be responsible for this. If necessary, Székely Family and Co. provides members with support and assistance in obtaining the appropriate permits, setting up a site, establishing procedures and establishing and operating the physical and IT environment. Members of the community may contribute to the protection of classified information within the limits of the legal possibilities, for example through their courier service, guarding capabilities or IT security capabilities.
11.5. Obligation to notify
Parties undertake that, if they have information that the personal data or business secrets of any member of the Community have been leaked, published, infringed or otherwise used or accessed by unauthorized persons, the data subject shall be informed as soon as possible.
12. Dispute resolution
Any disputes may arise in the execution of orders and in the execution of contracts shall be settled by the parties by negotiation and in a cooperative manner. If this does not succeed, other members of the community may jointly be invited to arbitration. If the arbitration fails, they will commit themselves to an official conciliation body. Finally, if conciliation does not result, the case may go to court. The competent authority of the court shall be established according to the rules in force of the Hungarian Code of Civil Procedure.
13. Applicable law
Hungarian law and applicable EU legislation shall apply to this Agreement and to the functioning of the community.