Terms of Engagement

1. Acceptance

These Terms become binding when you accept a SOW that references them — by signature, written confirmation (including email), by ticking an acceptance box, or by paying a deposit or invoice for the work. If a SOW and these Terms conflict, the SOW prevails for that engagement.

2. Services & scope

We provide advisory and consulting services as described in the applicable SOW. Work not described in a SOW is out of scope. Changes to scope are agreed in writing and may affect fees and timelines. The free 30-minute intro call is not a paid engagement and creates no obligation on either side.

3. Fees, deposits & invoicing

• Fees are stated in the SOW. Unless stated otherwise, amounts are exclusive of any applicable VAT or taxes, which are added where due.
• We may require a deposit before work begins; work is scheduled once the deposit is received.
• We accept payment via Revolut (or as otherwise stated in the SOW).
• Unless the SOW says otherwise, invoices are due within fourteen (14) days of the invoice date.

4. Late payment

As this is a commercial (B2B) relationship, overdue amounts bear statutory default interest under Bulgarian law implementing EU Directive 2011/7/EU on combating late payment in commercial transactions, accruing from the day after the due date until paid in full.

In addition, we are entitled to the fixed statutory compensation for recovery costs and to recover reasonable further costs of collection, including legal and debt-recovery fees.

If an invoice is overdue we may suspend services and withhold delivery or licensing of deliverables until all outstanding amounts (and accrued interest) are paid. Suspension does not relieve you of payment obligations.

5. Client responsibilities

You agree to provide timely access to the information, systems and people we reasonably need, to give accurate information, and to make decisions promptly. Delays caused by the Client may affect timelines and fees. You are responsible for backups and for any changes you choose to implement.

6. Deliverables & intellectual property

Subject to full payment, you receive the deliverables produced specifically for you under a SOW and a licence (or assignment, where the SOW says so) to use them for your business. We retain ownership of our pre-existing materials, tools, methods and general know-how, and remain free to use the skills and experience gained. Until full payment is received, no rights in the deliverables transfer to you.

7. Confidentiality

Each party will keep the other’s non-public information confidential and use it only for the engagement. This does not apply to information that is public, independently developed, or required to be disclosed by law. These obligations continue after the engagement ends.

8. Advisory nature — no guarantee

Our services are advisory. We provide recommendations based on our experience and the information available to us, but we do not guarantee any particular outcome, result, performance, uptime, savings or business result. Decisions to act on our advice are yours. Deliverables are provided "as is" to the fullest extent permitted by law.

9. Limitation of liability

To the maximum extent permitted by law, our total aggregate liability arising out of or in connection with an engagement is limited to the fees actually paid by you under the SOW giving rise to the claim. We are not liable for indirect, incidental, special or consequential loss, or for loss of profit, revenue, data, goodwill or business interruption.

Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited (including liability for intent or gross negligence under Bulgarian law).

10. Term, termination & cancellation

Either party may terminate an engagement for convenience on reasonable written notice, and immediately for the other party’s material breach that is not remedied within a reasonable period. On termination you pay for work performed and costs committed up to the termination date. Cancellations, rescheduling and refunds are governed by our Refund & Cancellation Policy.

11. Force majeure

Neither party is liable for delay or failure caused by events beyond its reasonable control (e.g. outages, illness, acts of authorities, force majeure). Affected obligations are suspended for the duration of the event.

12. Data protection

Each party complies with applicable data-protection law. Where we process personal data on your behalf as a processor, the parties will enter into a data-processing agreement. See our Privacy Policy for how we handle personal data as a controller.

13. General

We act as an independent contractor; nothing here creates a partnership, agency or employment relationship. You may not assign a SOW without our consent. If any provision is unenforceable, the rest remains in effect. These Terms and the SOW are the entire agreement on their subject matter and supersede prior discussions.

14. Consumer rights (where you are a consumer)

If you engage us as a consumer (a natural person acting outside a trade, business or profession), you have a statutory right to withdraw from the contract within 14 days of entering into it, without giving a reason. To withdraw, send a clear statement to contact@bbogdanov.dev before the period ends; you may use the model withdrawal form in our Refund & Cancellation Policy. We refund all payments received within 14 days of being informed, using the same payment method.

If you ask us to begin the services during the 14-day period — which you do by giving express consent in the SOW — you acknowledge that: (a) you lose the right of withdrawal once the services are fully performed; and (b) if you withdraw while the services are only partially performed, you pay a proportionate amount for what was provided up to that point.

Nothing in these Terms limits the mandatory rights you have as a consumer under Bulgarian and EU law. Where any clause conflicts with those rights, your statutory rights prevail.

15. Governing law & jurisdiction

These Terms and each SOW are governed by the laws of the Republic of Bulgaria. The parties submit to the jurisdiction of the competent courts of Sofia, Bulgaria; if you are a consumer, this does not deprive you of the protection of mandatory rules of the country where you live. For cross-border claims within the EU, the European Order for Payment and European Small Claims procedures may also be available.