Terms & Conditions

Last updated: January 8, 2025

1. Acceptance of Terms

By accessing and using the services provided by Softlab Estonia OÜ ("Company," "we," "us," or "our"), you ("Client," "you," or "your") agree to be bound by these Terms and Conditions ("Terms"). If you do not agree to these Terms, please do not use our services.

2. Company Information

Softlab Estonia OÜ is a company registered in Estonia with registration number 16839510. Our registered address is Lääne maakond, Haapsalu linn, Paralepa alevik, Mustika tn 5-2, 90403, Estonia.

3. Services

We provide computer programming services, including but not limited to:

• Custom software development
• Web application development
• Mobile application development
• Database solutions
• Technical consulting
• Software maintenance and support

4. Service Agreements

4.1 Project Scope

Each project will be governed by a separate service agreement that outlines the specific scope of work, deliverables, timeline, and payment terms. These Terms supplement but do not replace individual service agreements.

4.2 Changes to Scope

Any changes to the agreed project scope must be documented in writing and agreed upon by both parties. Additional work may result in additional charges.

5. Payment Terms

5.1 Pricing

All prices are quoted in Euros (EUR) unless otherwise specified. Prices are subject to change with reasonable notice.

5.2 Payment Schedule

Payment terms will be specified in individual service agreements. Generally, we require:

• 50% deposit before project commencement
• Remaining balance upon project completion
• Monthly invoicing for ongoing services

5.3 Late Payments

Late payments may incur interest charges of 1% per month or the maximum allowed by law, whichever is lower.

6. Intellectual Property

6.1 Client IP

You retain ownership of any intellectual property you provide to us. You grant us a license to use your IP solely for the purpose of providing our services.

6.2 Developed IP

Unless otherwise agreed in writing, you will own the intellectual property rights to custom software developed specifically for you, upon full payment of all fees.

6.3 Company IP

We retain ownership of our proprietary methodologies, tools, and general knowledge used in providing our services.

7. Confidentiality

Both parties agree to maintain the confidentiality of any confidential information received from the other party. This obligation survives termination of our relationship.

8. Warranties and Disclaimers

8.1 Service Warranty

We warrant that our services will be performed in a professional and workmanlike manner consistent with industry standards.

8.2 Disclaimer

Except as expressly stated, all services are provided "as is" without warranties of any kind, either express or implied.

9. Limitation of Liability

Our total liability for any claims arising from our services shall not exceed the total amount paid by you for the specific services giving rise to the claim. We shall not be liable for any indirect, incidental, special, or consequential damages.

10. Client Responsibilities

You agree to:

• Provide accurate and complete information
• Respond to our requests in a timely manner
• Make timely payments
• Provide necessary access to systems and data
• Review and approve deliverables promptly

11. Force Majeure

Neither party shall be liable for any failure to perform due to circumstances beyond their reasonable control, including but not limited to acts of God, war, terrorism, pandemic, or government actions.

12. Termination

12.1 Termination for Convenience

Either party may terminate ongoing services with 30 days' written notice. You remain liable for all work completed and expenses incurred up to the termination date.

12.2 Termination for Cause

Either party may terminate immediately upon written notice if the other party materially breaches these Terms and fails to cure such breach within 15 days of written notice.

13. Data Protection

We process personal data in accordance with our Privacy Policy and applicable data protection laws, including GDPR where applicable.

14. Governing Law and Dispute Resolution

14.1 Governing Law

These Terms shall be governed by the laws of Estonia.

14.2 Dispute Resolution

Any disputes arising from these Terms shall be resolved through good faith negotiation. If negotiation fails, disputes shall be resolved through binding arbitration in Estonia.

15. Modifications

We may modify these Terms at any time by posting revised Terms on our website. Your continued use of our services after such modifications constitutes acceptance of the revised Terms.

16. Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions shall remain in full force and effect.

17. Entire Agreement

These Terms, together with any applicable service agreements, constitute the entire agreement between the parties regarding the subject matter hereof.

18. Website Terms

18.1 Acceptable Use

You agree to use our website only for lawful purposes and in accordance with these Terms. You agree not to:

• Use the website in any way that violates applicable laws
• Transmit or attempt to transmit viruses or malicious code
• Interfere with the proper working of the website
• Attempt to gain unauthorized access to any part of the website

18.2 Content Accuracy

While we strive to provide accurate information on our website, we do not warrant the accuracy, completeness, or usefulness of any information on the website.

19. Contact Information

For questions about these Terms, please contact us:

20. Effective Date

These Terms are effective as of the date you first access our website or use our services, whichever is earlier.