Terms & Conditions

1. Acceptance of Terms

By accessing and using the services provided by Scalater Dev OÜ ("Company," "we," "us," or "our"), you ("Client," "you," or "your") agree to be bound by these Terms and Conditions ("Terms"). These Terms constitute a legally binding agreement between you and Scalater Dev OÜ.

If you do not agree to these Terms, please do not use our services or access our website.

2. Company Information

Scalater Dev OÜ is a private limited company registered in Estonia with registration number 16595946. Our registered address is Harju maakond, Tallinn, Lasnamäe linnaosa, Lõõtsa tn 2a, 11415.

3. Services

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

• Web development and design
• Custom software development
• Mobile application development
• System integration services
• Cloud solutions
• Technical support and maintenance

All services are provided subject to these Terms and any additional agreements or contracts executed between the parties.

4. Service Agreements

Specific terms for each project will be outlined in a separate Service Agreement or Statement of Work, which may include:

• Project scope and deliverables
• Timeline and milestones
• Payment terms and conditions
• Intellectual property rights
• Confidentiality provisions

In case of conflict between these Terms and a Service Agreement, the Service Agreement shall prevail.

5. Payment Terms

Payment Schedule

Payment terms will be specified in the Service Agreement. Unless otherwise agreed, our standard payment terms are:

• 50% deposit before project commencement
• Remaining balance upon project completion
• Payment due within 30 days of invoice date

Late Payments

Late payments may incur a service charge of 1.5% per month or the maximum rate permitted by law, whichever is less. We reserve the right to suspend services for overdue accounts.

Taxes

All prices are exclusive of applicable taxes unless otherwise stated. Client is responsible for all applicable taxes.

6. Intellectual Property

Client-Owned Materials

Client retains ownership of all materials, content, and intellectual property provided to us for the project.

Developed Materials

Unless otherwise specified in the Service Agreement, Client will own all custom-developed software, code, and materials created specifically for the project upon full payment.

Third-Party Materials

Any third-party software, libraries, or materials used in the project remain the property of their respective owners and may be subject to separate licensing terms.

Company Tools and Methodologies

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

7. Confidentiality

Both parties agree to maintain the confidentiality of all proprietary and confidential information shared during the course of the project. This includes:

• Business plans and strategies
• Technical specifications and code
• Customer data and information
• Financial information

Confidentiality obligations survive the termination of the agreement.

8. Warranties and Disclaimers

Limited Warranty

We warrant that services will be performed in a professional and workmanlike manner. Software will be free from material defects for a period of 90 days from delivery.

Disclaimers

EXCEPT AS EXPRESSLY STATED, ALL SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY FOR ANY CLAIM ARISING FROM OR RELATED TO THESE TERMS SHALL NOT EXCEED THE AMOUNT PAID BY CLIENT FOR THE SPECIFIC SERVICE GIVING RISE TO THE CLAIM.

WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10. Project Changes and Scope

Changes to the project scope must be agreed upon in writing and may result in additional charges and timeline adjustments. We will provide written estimates for any scope changes before implementation.

11. Termination

Either party may terminate the agreement with 30 days written notice. In case of termination:

• Client must pay for all work completed up to the termination date
• Client will receive all work products completed and paid for
• Each party's confidentiality obligations continue

12. Force Majeure

Neither party shall be liable for any failure to perform due to causes beyond its reasonable control, including natural disasters, acts of government, labor disputes, or other force majeure events.

13. Dispute Resolution

Any disputes arising from these Terms shall be resolved through:

1. Good faith negotiation between the parties
2. If negotiation fails, binding arbitration under Estonian law
3. Court proceedings in Tallinn, Estonia as a last resort

14. Governing Law

These Terms shall be governed by and construed in accordance with the laws of Estonia, without regard to conflict of law principles.

15. Privacy and Data Protection

We are committed to protecting your privacy and complying with applicable data protection laws. Please refer to our Privacy Policy for detailed information about how we collect, use, and protect your personal data.

16. Website Terms

By using our website, you agree to:

• Use the website for lawful purposes only
• Not attempt to gain unauthorized access to our systems
• Not transmit harmful or malicious code
• Respect intellectual property rights

17. Modifications to Terms

We reserve the right to modify these Terms at any time. Updated Terms will be posted on our website with the revision date. Continued use of our services after changes constitutes acceptance of the updated Terms.

18. Severability

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

19. Entire Agreement

These Terms, together with any Service Agreements and our Privacy Policy, constitute the entire agreement between the parties and supersede all prior agreements and understandings.

20. Contact Information

For questions about these Terms, please contact us: