Terms of Service

1. Introduction, parties, and acceptance

The Trustlex platform (the “Platform”, accessible at www.trustlex.ge) is operated by Trustlex (“Trustlex”, “we”, “us”, “our”), a professional-services provider organised under the laws of Georgia. These Terms of Service (the “Terms”) constitute a legally binding agreement between Trustlex and each person or entity that accesses or uses the Platform (the “Client”, “you”, “your”).

By creating an account, submitting an application, booking a consultation, making a payment, or otherwise accessing or using the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms and by the documents incorporated by reference: the Privacy Policy, the Cookie Policy, and the Legal Disclaimer. If you do not agree, you must not use the Platform.

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, and “you” refers to both you personally and that entity. You must be at least 18 years old and have full legal capacity to contract.

These Terms are concluded electronically. You agree that your electronic acceptance, and your use of electronic records and signatures in connection with the Platform, have the same legal effect as a handwritten signature and a paper document, to the fullest extent permitted by the electronic-transactions and electronic-document laws of Georgia, the EU eIDAS Regulation, and the US E-SIGN Act and UETA where applicable.

2. Definitions

“Services” means the professional services offered through the Platform, including company-formation support, document preparation, Power of Attorney workflows, registered-address arrangements, tax-registration support, bank-readiness assistance, and post-registration compliance support.

“Engagement” means the specific, confirmed scope of Services for your matter, as recorded in an engagement letter or order confirmation (including through the Platform), together with any case-specific terms agreed in writing.

“Regulated Legal Services” means advisory or representational services that, under Georgian law, may be provided only by a licensed advocate or other authorised professional, and which — where included in your Engagement — are supplied by or under the supervision of the relevant qualified professional.

“Authorities” means the competent Georgian public bodies and third parties whose decisions affect the Services, including the National Agency of Public Registry (NAPR), the Revenue Service, the Public Service Hall / House of Justice, notaries, banks, and payment providers.

“Automated Outputs” means recommendations, name-screening results, tax-status indications, risk flags, checklists, timelines, fee estimates, and document templates generated by the Platform before review by an authorised Trustlex professional.

“Disbursements” means third-party and government costs paid in connection with your matter, such as state registration fees, notary fees, translation, apostille or legalisation, courier, and bank charges.

3. Nature of Trustlex; when a lawyer-client relationship arises

Trustlex is an independent professional-services provider operating a digital workflow for preparing, coordinating, and tracking Georgian company-formation and related legal operations. Trustlex is not a public registry, government body, court, notary, bank, tax authority, or licensing authority, and does not act as any of them.

Access to and use of the Platform, its Automated Outputs, its published content, and general enquiries do not create a lawyer-client relationship and do not constitute legal, tax, accounting, or investment advice. Where your Engagement includes Regulated Legal Services, a lawyer-client relationship arises only upon confirmation of that Engagement, is limited to the matter and scope described in it, and is subject to the professional-conduct rules applicable to the responsible advocate.

Automated Outputs are preliminary working tools. They become part of a professional deliverable only after review and approval by an authorised Trustlex professional and, where applicable, acceptance by the relevant Authority. Until then, no Automated Output may be relied upon as advice.

4. Accounts, security, and electronic communications

You are responsible for maintaining the confidentiality of your account credentials and for all activity occurring under your account. You must provide accurate registration information, keep it current, and notify us without undue delay of any suspected unauthorised access or security incident. Trustlex may suspend an account where it reasonably suspects misuse, fraud, or a security risk.

You consent to receive communications relating to your account and matter electronically — through the Platform, by email, or by other electronic means — and agree that such communications satisfy any legal requirement that they be in writing. You are responsible for keeping a valid email address on file.

5. Scope of Services and formation of an Engagement

Fees, timelines, and other details shown on the Platform before the Review & Payment step are indicative and do not constitute an offer capable of acceptance. An Engagement is formed, and Trustlex is obliged to perform, only when all of the following occur: (a) Trustlex confirms acceptance of your matter in writing (including through the Platform); (b) you have provided the information and documents reasonably required; and (c) any agreed fees due at that stage have been paid.

Trustlex may decline, pause, or require enhanced review of any matter that is, or that Trustlex reasonably considers to be, regulated, sanctioned, incomplete, misleading, unlawful, contrary to professional-conduct rules, or otherwise legally uncertain. The scope of an Engagement is limited to what is expressly stated; work outside that scope requires a separate agreement.

6. Client obligations, warranties, and acceptable use

You warrant that all information and documents you provide are accurate, complete, current, lawfully obtained, and not misleading, and that you will promptly update them if they change. You must not upload forged, falsified, or unauthorised documents, and you must not use the Services for any unlawful purpose.

You are responsible for confirming that the requested Services are lawful and suitable for your circumstances in your own jurisdiction, including your tax, banking, and regulatory position. Where your matter requires advice on non-Georgian law, you must obtain it from advisors qualified in that jurisdiction.

You will cooperate reasonably and promptly with requests for information, signatures, notarisation, apostille or legalisation, translation, and courier dispatch. Delays attributable to you or to Authorities extend any indicated timelines accordingly.

You must not misuse the Platform, including by attempting to gain unauthorised access, interfering with its operation or security, scraping or systematically extracting content, uploading malicious code, or using it to infringe the rights of others.

7. Anti-money-laundering, sanctions, and client due diligence

Trustlex is required to conduct client due diligence and to comply with applicable anti-money-laundering and counter-terrorist-financing rules, including the Georgian Law on Facilitating the Prevention of Money Laundering and the Financing of Terrorism, and, to the extent applicable, EU anti-money-laundering directives and comparable standards. You agree to provide identity, ownership, beneficial-owner, and source-of-funds information on request and to keep it current.

You represent that neither you, your entity, nor any beneficial owner is a target of, or owned or controlled by a target of, economic sanctions administered by the United Nations, the European Union, the United States (including OFAC), the United Kingdom, or Georgia, and that the Services will not be used to breach any sanctions or export-control law. Trustlex may screen the parties, decline or discontinue a matter, withhold deliverables, and make any report required by law, without liability to you, where AML, sanctions, or fraud concerns arise.

8. Fees, disbursements, taxes, and payment

Trustlex fees cover the professional Services described in your Engagement. Unless expressly stated otherwise, Disbursements are separate, are shown separately where practicable, and may change without notice as they are outside Trustlex’s control. The binding, itemised amount for your Engagement is the one presented to you for confirmation before payment.

All fees are exclusive of applicable taxes unless stated otherwise. Where Georgian value-added tax or other taxes apply, they are added at the applicable rate; where a reverse-charge or exemption applies to cross-border business clients, that treatment will be reflected on the invoice. You are responsible for any taxes arising in your own jurisdiction.

Payment is due as stated at confirmation or on the invoice. You agree not to initiate a chargeback or payment reversal without first raising the issue with us in good faith through the complaints process in section 22. Amounts overdue may accrue interest at the statutory rate and may result in suspension of the Services.

9. Consumer right of withdrawal (distance contracts)

If you contract as a consumer (a natural person acting outside a trade, business, or profession), you may have a statutory right to withdraw from a distance contract within 14 days without giving a reason, under the consumer-protection law of Georgia and, where applicable, the EU Consumer Rights Directive as implemented in your country.

Because the Services are typically performed quickly, you may expressly request that performance begin during the withdrawal period. If you do so and acknowledge that you will lose your right of withdrawal once the Services are fully performed, then: (a) once fully performed, the right of withdrawal is lost; and (b) if you withdraw while performance is ongoing, you must pay for the Services actually provided up to the point of withdrawal, together with any non-recoverable Disbursements already incurred. Nothing in these Terms limits non-waivable statutory consumer rights.

10. Cancellation, refunds, and suspension

You may cancel an Engagement at any time by written notice through the Platform. Where work has not commenced, Trustlex will refund the professional fee paid for the cancelled Services. Where work has commenced, Trustlex may retain a proportion of the fee that fairly reflects work performed and non-recoverable Disbursements already incurred.

Amounts already paid to Authorities or third parties are refundable only to the extent Trustlex actually recovers them. Trustlex may suspend or discontinue Services where fees are overdue, where required information is not provided within a reasonable time, or where continuing would breach law or professional-conduct rules.

11. No guarantee of outcomes; timelines

Registration of a company, approval of a company name, grant of any tax status (including Small Business, Virtual Zone, or International Company status), opening of any bank or payment account, issuance of any licence, and the timing of any Authority process are decisions of the relevant Authorities and third parties. Trustlex prepares and presents your matter professionally but cannot and does not guarantee any such outcome or timing.

Indicated timelines are good-faith estimates based on complete documentation and normal Authority processing; they are not commitments and do not form part of any warranty.

12. Intellectual property; licence; feedback

The Platform and its software, design, text, templates, know-how, and branding are owned by Trustlex or its licensors and are protected by intellectual-property laws. Subject to these Terms, Trustlex grants you a limited, non-exclusive, non-transferable, revocable licence to use the Platform for your own matters during your Engagement.

Documents prepared for you as part of a completed, paid Engagement may be used by you for the purpose for which they were prepared. Except for that use, you may not copy, resell, publish, or systematically extract Platform content or templates. Any feedback you provide may be used by Trustlex without restriction or obligation to you.

13. Confidentiality and professional privilege

Trustlex treats non-public information about your matter as confidential and discloses it only as needed to deliver the Services (for example to lawyers, notaries, translators, couriers, banks, and Authorities), as required by law or professional-conduct rules, or with your consent. Communications made for the purpose of obtaining or providing Regulated Legal Services may be protected by legal professional privilege; you should avoid waiving that protection by onward disclosure.

Each party will protect the other’s confidential information with reasonable care. These obligations do not apply to information that is or becomes public without breach, was lawfully known without a duty of confidence, or is independently developed.

14. Data protection

Trustlex processes personal data in accordance with the Privacy Policy and applicable data-protection law, including the Law of Georgia on Personal Data Protection and, where applicable, the EU General Data Protection Regulation (GDPR) and US state privacy laws such as the California Consumer Privacy Act as amended (CCPA/CPRA). Where the Services require sharing your data with Authorities and service providers, you authorise those disclosures to the extent needed to perform the Engagement.

15. Third-party services and links

The Platform may reference or link to third-party services (such as messaging apps, banks, payment providers, or government portals). Trustlex does not control and is not responsible for the content, availability, security, or practices of those services, and your use of them is governed by their own terms.

16. Disclaimers and warranties

Except as expressly stated in these Terms or a written engagement letter, the Platform and Automated Outputs are provided “as is” and “as available”, and Trustlex disclaims, to the fullest extent permitted by law, all implied warranties, including merchantability, fitness for a particular purpose, non-infringement, and uninterrupted or error-free operation.

Nothing in this section limits the professional standard of care that applies to Regulated Legal Services actually provided under a confirmed Engagement, or any warranty that cannot be excluded by law.

17. Limitation of liability

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law, including liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for intentional misconduct or gross negligence.

Subject to the paragraph above, Trustlex’s aggregate liability arising out of or in connection with an Engagement (whether in contract, tort, including negligence, or otherwise) is limited to the professional fees actually paid by you to Trustlex for that Engagement. Trustlex is not liable for indirect, incidental, special, or consequential losses, loss of profit, revenue, business, goodwill, or opportunity, loss of or corruption of data, or losses resulting from decisions of Authorities, banks, or other third parties, from force majeure, or from inaccurate or incomplete information provided by you.

Each provision of this section operates separately; if any part is held unenforceable, the remainder continues to apply.

18. Indemnification

You will indemnify and hold harmless Trustlex, its partners, officers, employees, and contractors from and against claims, damages, fines, and reasonable costs (including reasonable legal fees) arising from your breach of these Terms, your violation of applicable law or sanctions, or the inaccuracy of information or documents you provided, except to the extent caused by Trustlex’s own breach, negligence, or wilful misconduct.

19. Term, termination, and survival

These Terms apply while you use the Platform and for as long as any Engagement is in effect. Either party may terminate an Engagement as provided in the engagement letter or these Terms; Trustlex may suspend or terminate access, with notice where practicable, for material breach, legal or regulatory reasons, or unremedied non-payment.

Provisions that by their nature should survive termination — including accrued fees, confidentiality and privilege, intellectual property, disclaimers, limitation of liability, indemnity, governing law, and dispute resolution — survive.

20. Force majeure

Trustlex is not liable for delay or failure to perform caused by events beyond its reasonable control, including acts of God, natural disaster, war, civil unrest, strikes, epidemic or pandemic, failure of utilities, telecommunications or internet, changes in law, or acts, delays, or system outages of Authorities, banks, notaries, or other third parties. Affected obligations are suspended for the duration of the event.

21. Assignment, subcontracting, and third parties

You may not assign or transfer your rights or obligations under these Terms without Trustlex’s prior written consent. Trustlex may assign these Terms to a successor in connection with a reorganisation, merger, or sale of business, and may use qualified subcontractors and service providers to deliver the Services, remaining responsible for their performance to the extent required by law. These Terms do not create rights for any third party except as expressly stated.

22. Notices and complaints handling

Notices to Trustlex may be given through the contact options on the Platform or the consultation form; notices to you are given to the email or account on file. If you are dissatisfied, please contact us first so we can seek to resolve the matter promptly and in good faith. Complaints concerning Regulated Legal Services are handled in accordance with the applicable professional-conduct rules; nothing here removes any right you have to complain to a competent regulator or authority.

23. Governing law, jurisdiction, and dispute resolution

These Terms and any Engagement are governed by the substantive laws of Georgia, without regard to conflict-of-law rules and excluding the United Nations Convention on Contracts for the International Sale of Goods. The parties will first attempt to resolve any dispute amicably through good-faith negotiation for 30 days.

Failing resolution, disputes are subject to the exclusive jurisdiction of the competent courts of Tbilisi, Georgia. This choice of law and forum does not deprive a Client acting as a consumer of the protection of mandatory provisions, or the jurisdiction of the courts, of the consumer’s country of habitual residence where such protection cannot be derogated from by agreement. Any claim must be brought within the limitation period allowed by applicable law.

24. General

These Terms, together with the incorporated policies and any engagement letter, are the entire agreement between the parties on their subject matter and supersede prior understandings. If any provision is held invalid or unenforceable, it is modified to the minimum extent necessary or severed, and the remainder continues in effect. Failure to enforce a provision is not a waiver. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between the parties. Headings are for convenience only.

These Terms are published in English, which is the governing version; any translation is provided for convenience only, and in the event of conflict the English text prevails.

25. Changes to these Terms

Trustlex may update these Terms from time to time, for example to reflect changes in law, services, or payment arrangements. The version published on the Platform when you confirm an Engagement applies to that Engagement; material changes will be indicated by updating the “Last updated” date and, where appropriate, by notice on the Platform. Your continued use after changes take effect constitutes acceptance of the updated Terms. Case-specific engagement terms confirmed in writing prevail over this general page where they differ.