Terms & Conditions

Last updated: July 19, 2025

1. Agreement Overview

These Terms and Conditions ("Terms") govern your use of services provided by 0x524E OÜ ("Company," "we," "our," or "us"). By engaging our services or using our website, you agree to be bound by these Terms.

2. Company Information

3. Services

0x524E OÜ provides comprehensive IT services including but not limited to:

• System integration and infrastructure consulting
• Cloud solutions and migration services
• Cybersecurity implementation and monitoring
• Custom software development
• IT support and maintenance
• Digital transformation consulting
• Network infrastructure design and implementation

4. Service Agreement Process

4.1 Proposal and Acceptance

• All services begin with a detailed proposal outlining scope, timeline, and costs
• Client acceptance of proposal constitutes agreement to these Terms
• Any modifications must be documented in writing and agreed upon by both parties

4.2 Project Scope

• Project scope is defined in the service agreement
• Scope changes require written approval and may affect timeline and costs
• We reserve the right to decline scope changes that compromise project integrity

5. Payment Terms

5.1 Payment Schedule

• Standard payment schedule: 30% upfront, 40% at midpoint, 30% upon completion
• Monthly retainer agreements may be established for ongoing services
• Custom payment schedules may be arranged for large projects

5.2 Payment Terms

• Invoices are due within 30 days of issue date
• Late payments may incur interest charges of 1.5% per month
• Services may be suspended for accounts more than 30 days overdue

5.3 Expenses

• Out-of-pocket expenses will be billed separately with prior approval
• Travel expenses, if applicable, will be charged at cost
• Third-party software licenses and services are billed separately

6. Client Responsibilities

To ensure successful project delivery, clients must:

• Provide timely access to necessary systems, data, and personnel
• Respond to requests for information within agreed timeframes
• Designate authorized representatives for project decisions
• Maintain backup copies of all critical data
• Comply with all applicable laws and regulations
• Provide safe and appropriate working environment when on-site services are required

7. Intellectual Property

7.1 Client Data and IP

• Clients retain ownership of their data and pre-existing intellectual property
• We may use client data only as necessary to provide agreed services
• Client grants us license to use their IP solely for service delivery

7.2 Developed Solutions

• Custom-developed solutions become client property upon full payment
• We retain rights to general methodologies and know-how
• Third-party components remain subject to their original licenses

7.3 Company IP

• Our pre-existing tools, methodologies, and intellectual property remain our property
• Clients receive license to use our IP only as part of delivered solutions
• Confidential methodologies and processes remain our intellectual property

8. Confidentiality

Both parties agree to:

• Maintain confidentiality of all non-public information shared
• Use confidential information only for the purposes of the service agreement
• Implement appropriate security measures to protect confidential information
• Return or destroy confidential information upon request or agreement termination
• Bind employees and subcontractors to similar confidentiality obligations

9. Warranties and Disclaimers

9.1 Service Warranties

• We warrant that services will be performed with professional skill and care
• Services will materially conform to agreed specifications
• We will remedy any material non-conformance at no additional cost

9.2 Disclaimers

• No warranty regarding third-party systems or software
• No guarantee of specific performance improvements or results
• Client is responsible for backup and disaster recovery procedures
• We are not liable for data loss due to client system failures

10. Limitation of Liability

To the maximum extent permitted by law:

• Our total liability shall not exceed the amount paid for the specific service
• We are not liable for indirect, consequential, or punitive damages
• We are not liable for business interruption or lost profits
• Client must notify us of any claims within 30 days of discovery
• Our liability for data loss is limited to data recovery efforts

11. Termination

11.1 Termination for Convenience

• Either party may terminate with 30 days written notice
• Client remains liable for all work completed and expenses incurred
• We will deliver all completed work products upon payment

11.2 Termination for Cause

• Either party may terminate immediately for material breach
• Breach must be notified in writing with 15 days to cure
• Non-payment beyond 30 days constitutes material breach

12. Force Majeure

Neither party shall be liable for delays or failures in performance due to circumstances beyond their reasonable control, including but not limited to natural disasters, government actions, war, terrorism, labor disputes, or internet/infrastructure failures.

13. Governing Law and Disputes

13.1 Governing Law

These Terms shall be governed by and construed in accordance with Estonian law.

13.2 Dispute Resolution

• Parties will first attempt to resolve disputes through good faith negotiation
• Unresolved disputes will be subject to binding arbitration in Tallinn, Estonia
• Estonian courts shall have jurisdiction over any legal proceedings

14. General Provisions

14.1 Entire Agreement

These Terms, together with any service agreement, constitute the entire agreement between the parties.

14.2 Modifications

These Terms may only be modified in writing, signed by both parties.

14.3 Severability

If any provision is found unenforceable, the remainder of these Terms shall remain in effect.

14.4 Assignment

Neither party may assign these Terms without the other party's written consent, except we may assign to affiliates or in connection with a merger or sale.

15. Contact Information

For questions about these Terms, please contact us: