Payment Terms

1. Introduction

These Payment Terms (the Terms) govern all financial arrangements between Company for Business OÜ (the Company, we, us) and its clients (the Client, you) in connection with accounting, bookkeeping, payroll, tax filing, and related financial administrative services provided by the Company.

These Terms apply to all service engagements and are incorporated by reference into the Cooperation Agreement concluded between the Company and each Client. In the event of a conflict between these Terms and a specific Cooperation Agreement, the terms of the Cooperation Agreement shall prevail to the extent of the conflict.

2. Payment Models

The Company offers two payment models. The applicable model for each Client is specified in the respective Cooperation Agreement. Both models are described in full below.

2.1 Fixed Fee Payment Model

Under the Fixed Fee model, the Client pays a pre-agreed monthly (or otherwise agreed periodic) fee for a defined scope of services. The fee is set at the time of concluding the Cooperation Agreement and remains constant for the agreed period, regardless of the actual volume of transactions processed within that period, unless the scope of services is materially altered in accordance with Section 5.

Invoices under the Fixed Fee model are issued by the Company in advance of or at the start of the applicable service period, unless otherwise agreed in the Cooperation Agreement. The due date is stated on the invoice.

2.2 Depositary (Prepayment Deposit) Payment Model

Under the Depositary model, the Client maintains a prepayment deposit (the Deposit) with the Company. Services rendered during each period are charged against the Deposit balance. The Deposit is replenished by the Client as needed to maintain a sufficient balance to cover forthcoming service fees.

The Company will issue periodic statements (typically monthly) showing services rendered, fees charged against the Deposit, and the remaining Deposit balance. Where the Deposit balance falls below the minimum threshold defined in the Cooperation Agreement, the Company will notify the Client in writing and the Client must replenish the Deposit within the period specified in the Cooperation Agreement.

3. Invoicing

The Company issues invoices and periodic statements in electronic format to the contact email address specified in the Cooperation Agreement. It is the Client’s responsibility to ensure that the contact details on record are kept current.

3.1 Invoice Content

Each invoice or statement issued by the Company will include:

• Company for Business OÜ name, registry code, registered address, and bank account details
• Client name and registry or identification code
• Invoice number and date of issue
• Description of services rendered and the applicable period
• Applicable fee amounts and, where relevant, deductions from the Deposit balance
• VAT amount and rate, if applicable
• Total amount due and payment due date (Fixed Fee model) or updated Deposit balance (Depositary model)

3.2 Currency

All fees and invoices are denominated in Euros (EUR) unless otherwise expressly agreed in writing in the Cooperation Agreement.

3.3 VAT

All fees are quoted exclusive of value added tax (VAT) unless otherwise stated. Where the Company is required to charge VAT under applicable Estonian or EU law, VAT will be added to the invoice at the applicable rate. For cross-border services, the Client’s VAT registration status and the application of reverse charge mechanisms will be determined in accordance with Estonian and EU VAT rules.

4. Payment Conditions

4.1 Payment Due Date

Under the Fixed Fee model, payment is due by the date stated on the invoice, which shall be no less than 7 calendar days from the date of issue unless a shorter or longer period is agreed in the Cooperation Agreement.

Under the Depositary model, Deposit replenishment payments are due within the period specified in the Cooperation Agreement from the date on which the Company notifies the Client that the Deposit has fallen below the minimum threshold.

4.2 Bank Transfer Details

All payments must be made by bank transfer to the Company’s bank account as stated on the invoice. The Client must include the invoice number or statement reference as the payment reference. The Company does not accept cash payments.

4.3 Payment Confirmation

A payment is considered received on the date the full invoiced amount is credited to the Company’s bank account. Partial payments do not extinguish the outstanding liability unless the Company expressly agrees in writing.

5. Changes to Fees and Scope

5.1 Annual Price Adjustment

The Company reserves the right to adjust its fees on an annual basis to account for inflation, changes in operating costs, or changes in applicable legislation. The Client will be notified of any fee adjustment in writing at least 30 calendar days before the new fees take effect. If the Client does not accept the new fees, the Client may terminate the Cooperation Agreement in accordance with the termination provisions therein.

5.2 Scope Changes — Fixed Fee Model

If the Client’s actual service requirements materially exceed the scope agreed at the time of concluding the Cooperation Agreement (for example, a significant increase in transaction volumes, additional entities, or new service lines), the Company will notify the Client and propose a revised fee. Services beyond the agreed scope may be quoted and invoiced separately until a revised Cooperation Agreement is signed.

5.3 Scope Changes — Depositary Model

Under the Depositary model, the minimum Deposit amount or replenishment threshold may be adjusted by the Company if the Client’s average monthly fee consumption materially changes. The Company will provide 30 calendar days’ written notice of any change to the minimum Deposit amount.

6. Late Payment

6.1 Late Payment Interest

If the Client fails to pay any invoice or replenish the Deposit by the applicable due date, the Company is entitled to charge late payment interest on the overdue amount at the rate of 0.05% per calendar day (approximately 18.25% per annum), accruing from the first calendar day after the due date until the date of full payment. The parties may agree on a different rate in the Cooperation Agreement.

6.2 Recovery of Costs

The Company is entitled to recover from the Client any reasonable costs incurred in collecting overdue amounts, including reminder fees and legal costs, to the extent permitted by applicable Estonian law.

6.3 Reminder Process

The Company will send payment reminders in the following sequence before exercising further remedies:

• First reminder — sent 3 calendar days after the payment due date; no additional charge
• Second reminder — sent 10 calendar days after the payment due date; a reminder fee may apply as specified in the Cooperation Agreement
• Escalation — if payment remains outstanding 20 calendar days after the due date, the Company may suspend services and/or refer the matter to debt collection or legal proceedings

7. Suspension of Services for Non-Payment

The Company may suspend the provision of services — including the submission of tax declarations, payroll processing, and other time-sensitive filings — if:

• An invoice under the Fixed Fee model remains unpaid for more than 20 calendar days after the due date; or
• The Deposit balance falls below the minimum threshold and the Client fails to replenish within the period specified in the Cooperation Agreement.

The Company will provide written notice of the intended suspension at least 5 calendar days in advance. The Company accepts no liability for damages arising from the suspension of services due to the Client’s failure to pay, including penalties imposed by the Estonian Tax and Customs Board (Maksu- ja Tolliamet) or other authorities for late filings resulting from such suspension.

8. Disputed Invoices

If the Client disputes an invoice in whole or in part, the Client must notify the Company in writing within 7 calendar days of receipt of the invoice, stating the specific items in dispute and the grounds therefor. Failure to raise a dispute within this period constitutes the Client’s acceptance of the invoice.

Raising a dispute does not entitle the Client to withhold payment of the undisputed portion of the invoice. The Company and the Client will seek to resolve any dispute by good-faith negotiation within 14 calendar days of the dispute notice. If the dispute cannot be resolved, either party may refer the matter to the competent Estonian court.

9. Termination and Deposit Refund

On termination of the Cooperation Agreement, regardless of the payment model applied:

• All outstanding invoices become immediately due and payable.
• Under the Depositary model, the Company will issue a final statement within 15 business days of the effective termination date, deducting any outstanding fees from the Deposit balance. Any remaining credit balance will be refunded to the Client within 30 calendar days of the final statement, by bank transfer to the Client’s designated account.
• Under the Fixed Fee model, fees are payable for the full period during which services were provided. The Company does not provide pro-rata refunds for partial periods unless expressly agreed in the Cooperation Agreement.
• The Company may withhold any Deposit refund or final payment until all data, documents, and access credentials required for an orderly handover have been received from the Client.

10. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the Republic of Estonia. Any disputes arising out of or in connection with these Terms that cannot be resolved by good-faith negotiation shall be submitted to the jurisdiction of the competent Estonian courts, with Harju County Court (Harju Maakohus) as the court of first instance unless otherwise agreed in the Cooperation Agreement.

11. Amendments to These Terms

The Company reserves the right to amend these Payment Terms at any time. Clients will be notified of material amendments at least 30 calendar days before the amended Terms take effect, by email to the address on record. Continued use of the Company’s services after the effective date of any amendment constitutes acceptance of the updated Terms.

The current version of these Terms is published on the Company’s website at companyforbusiness.ee and is incorporated by reference into each Cooperation Agreement.