n one hand, Tonystam OÜ (hereinafter Tonystam), European Limited Liability Company incorporated in Estonia, with registration number 14404824 and registered office in Männimäe, Pudisoo küla Kuusalu vald Harjumaa 74626.
On the other hand, the customer (hereinafter the client), natural or legal person who completes the contract form, with the required data and with which Tonystam establishes a commercial activity through this contract. The client knows, understands and freely accepts, after learning about the characteristics of each service, this contract. The client will be, in any case, the recipient of the service provided by Tonystam, either for its particular use or for its use by a third party assigned by the contracting party, if the aforementioned service allows it, under the conditions established by the client. The client makes a request to Tonystam which has as its general objective the implementation of software development tasks agreed by the parties.
The purpose of this contract is to develop the contents established in a separate contract agreed between Tonystam and the Client.
The APP / software / website will be developed in the native languages agreed with the client. In addition, optionally and in accordance with the agreed ends, a Web control panel will be provided that will be developed with a CMS (Content Management System) that is freely available (open source). The native development allows a better user experience and does not require an Internet connection to always work.
• The App will be able to adapt to screens of small or medium size.
• The possibility that the APP works OFFLINE, without the need of an internet connection, will be considered.
• In the case of projects with applications for iOS and Android, for both smartphones and tablets. The execution and development of the activity will comply with the provisions of the contract specifications, and the provisions of the bid submitted by Tonystam, all of which are considered an integral part of this contract. Given the specificity of the services and products to be made, the preliminary agreements for the setting of application standards, agreed between the client and the contracting party, are considered part of the contract.
The total price of the contract will be delivered in a budget and will be set according to the estimated time and resources that Tonystam must devote to the preparation of the contract, including any taxes that may have been established based on the contractual relationship. The invoices will include a breakdown of the contract budget, taking into account the different points necessary to complete the application.
The contract will be valid from the day following its signing and until its fulfilment or resolution. The fulfilment of the contract entails the complete execution of the object of the same in the established period, among which are the delivery of the products and reports defined in the contract specifications and in this contract. The verification of the fulfilment of the contract requires the client to provide a formal and positive act of reception or compliance within the month following the realization of the object of the contract. No extensions of this contract are foreseen. The possibility of the same has been subject to the mutual agreement of the parties.
All expenses arising from the formalization and the complete execution of the object of the contract, such as taxes, fees, rights, compensations, commissions, interest or any tax that may arise, will be at Tonystam's expense. In the event that the contracting association / Tonystam anticipates some of these expenses, it may be passed on to the client if necessary, with a charge to the pending payments. The displacements necessary for the development of activities will be at Tonystam’s expense and under their own risk.
When Tonystam does not adjust its work to what is provided in the offer presented by the same, for a defective fulfilment of the object of the contract, the client may impose a penalty, which shall be proportional to the seriousness of the breach and of no more than 7% of the contract budget. When the client, for causes attributable to it, defaults, Tonystam may opt for the termination of the contract with the loss of the amounts pending payment or for the imposition of the penalties established by Law. Each time the penalties for delay reach a multiple of 5 percent of the price of the contract, Tonystam will be empowered to proceed with the resolution of the same or agree to the continuity of its execution with imposition of new penalties.
The individual or legal entity designated for the performance of development tasks must comply with:
- Execution of this contract in accordance with the provisions of the request made by the client.
- In order to achieve methodological and results coherence, the contracted entity must respect and apply the criteria established by the person designated by the winning entity as coordinator.
- To have the material and technical means so that the person in charge, who will be under Tonystam's labour dependence, to materially carry out the activities of this contract can correctly develop their obligations.
- Attend to the guidelines of the person(s) designated by the client to coordinate the execution of the activities.
- Tonystam assumes the risks in carrying out the activities of this contract.
- To comply with current regulations, depending on the legal regime to which they are hosted.
- The remaining obligations described in this contract, contract documents and their annexes.
The client agrees to pay the price of the contract in the terms and conditions indicated in the present contract and to adjust to correct professional conduct.
The following are causes for termination of the contract:
1. The death or incapacity of the individual or the extinction of the legal personality of the company Tonystam.
2. The declaration of bankruptcy or the declaration of insolvency in any other procedure.
3. The mutual agreement between Tonystam and the client.
4. The non-formalization of the contract in due time.
5. The delay in meeting deadlines by Tonystam.
6. The delay in payment by the client for a period exceeding 3 months.
The breach of the remaining obligations established in this contract or in the regulatory bases thereof.
This agreement will be governed by Estonian law and the rules of Community and international law applicable to it.
The client will be the owner or has the rights of exploitation and public dissemination of the base developments on which the application of Tonystam is executed, according to the specifications and contents provided by the client, so it may be used by third parties or for other works. The client authorizes Tonystam to use the products and services developed in any medium or communication support. The source code, the technical knowledge and know-how, in general, necessary for the execution of the services used are part of the intellectual and industrial property of Tonystam, which yields, for the purposes of exploitation, distribution and communication, necessary for the correct exploitation of the APP / Web / system / software, to the client. With respect to the economic rights that may subsist in Tonystam for the services developed in the FIRST CLAUSE, they are considered satisfied with the amount included in the SECOND CLAUSE, allowing the client to exploit, exhibit, distribute and communicate, as well as their related rights, the work.
As a general rule, the warranty period for design and development work is set at 6 months. This period will begin to count at the time the work has been completed, errors have been corrected and the client has agreed to the result.
Specifically, this guarantee will not be valid and will be void if any of the following assumptions occur:
- A third party, unrelated to Tonystam, accesses the administration interface, edits or manipulates the code of the site / application.
- Faults not blameable to Tonystam such as crashes or technical failures of non Tonystam servers.
- Fortuitous event or force majeure.
In the EU you have the right to return purchases made online or through other types of distance selling, such as by phone, mail order or from a door-to-door salesperson, within 14 days for a full refund.
However, the 14-day cooling off period does not apply to all purchases. Some of the exemptions are:
- Goods made to order or clearly personalised – such as a tailor-made suit
- Sealed audio, video or computer software, such as DVDs, which you have unsealed upon receipt.
- Online digital content, if you have already started downloading or streaming it and you agreed that you would lose your right of withdrawal by starting the performance.
- Urgent repairs and maintenance contracts.