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Terms & Conditions

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Karasoy-Garciu Group S.R.L.

Last updated: May 30, 2025

1. INTRODUCTION

These Terms and Conditions ("Agreement") govern the use of all services provided by Karasoy-Garciu Group S.R.L. ("Company", "we", "us"), a company registered under the laws of the Republic of Moldova, including but not limited to: SaaS platform development, e-commerce solutions, website setup and configuration, IT consulting, and related digital services.

By engaging our services, signing a service contract, or accessing any platform developed by us, the client ("Client", "you") agrees to be bound by this Agreement in its entirety.

2. DEFINITIONS

  • "Services" – SaaS development, e-commerce store setup, website installation, server configuration, plugin/module integration, maintenance, and IT consulting provided by the Company.
  • "Client" – Any individual, business, or legal entity that purchases or uses the Company's services.
  • "Project" – A specific scope of work agreed upon between the Company and the Client.
  • "Deliverables" – All digital assets, code, configurations, documentation, and installations produced as part of a Project.
  • "Third-Party Services" – External platforms, tools, APIs, or software (e.g., Shopify, WooCommerce, AWS, Stripe) used in the delivery of services.

3. SCOPE OF SERVICES

3.1 The Company provides the following categories of services:

  • SaaS Development – Custom software-as-a-service platforms, web applications, and cloud-based solutions.
  • E-Commerce Solutions – Setup, configuration, and customization of online stores (Shopify, WooCommerce, PrestaShop, OpenCart, Magento, and others).
  • Website Installation & Configuration – CMS installations (WordPress, Joomla, etc.), hosting setup, DNS configuration, SSL certificates.
  • System Integration – API integrations, payment gateway setup, third-party tool connections.
  • IT Consulting – Technical advisory, architecture planning, and technology stack recommendations.
  • Maintenance & Support – Ongoing technical support, updates, bug fixes, and performance optimization.

3.2 The exact scope, timeline, and pricing for each Project shall be defined in a separate Service Agreement or Statement of Work (SOW) signed by both parties.

3.3 Any work outside the agreed scope constitutes a change request and will be quoted and billed separately.

4. CLIENT OBLIGATIONS

4.1 The Client agrees to:

  • Provide accurate, complete, and timely information required for project execution.
  • Grant the Company necessary access to servers, hosting accounts, CMS platforms, and third-party services.
  • Designate a point of contact responsible for approvals and feedback.
  • Review and approve deliverables within the timeframe specified in the project timeline.
  • Pay all invoices in accordance with the agreed payment schedule.

4.2 Delays caused by the Client's failure to provide required information, access, or approvals shall not be the Company's responsibility and may result in revised project timelines and additional costs.

5. PAYMENT TERMS

5.1 Pricing is defined per project or on a retainer/monthly basis as stated in the relevant Service Agreement.

5.2 Payment Schedule:

  • A deposit of 50% of the total project value is required before work commences, unless otherwise agreed in writing.
  • The remaining balance is due upon project completion and delivery, or as per the milestone schedule.

5.3 Invoices are due within 14 calendar days of issuance, unless otherwise stated.

5.4 Late payments will incur an interest charge of 1.5% per month on the outstanding balance.

5.5 The Company reserves the right to suspend or terminate services in the event of non-payment exceeding 30 days.

5.6 All prices are exclusive of applicable taxes (VAT, withholding tax, etc.) unless explicitly stated otherwise.

6. INTELLECTUAL PROPERTY

6.1 Upon receipt of full and final payment, the Client receives full ownership of custom-developed code and deliverables specifically created for their project.

6.2 The Company retains ownership of:

  • Pre-existing proprietary frameworks, libraries, tools, and methodologies used in delivery.
  • Internal processes, templates, and know-how.

6.3 Third-party components (open-source libraries, licensed themes, plugins) remain subject to their respective licenses. The Company is not responsible for licensing violations caused by the Client's misuse of such components.

6.4 The Company reserves the right to reference the Client's project in its portfolio and marketing materials, unless the Client provides a written request for confidentiality.

7. CONFIDENTIALITY

7.1 Both parties agree to keep confidential any proprietary or sensitive information disclosed during the course of the engagement, including but not limited to: business data, technical architecture, pricing, and strategy.

7.2 This obligation survives the termination of the Agreement for a period of 3 (three) years.

7.3 Confidentiality does not apply to information that is publicly available, independently developed, or required to be disclosed by law.

8. DATA PROTECTION

8.1 The Company processes personal data in accordance with applicable data protection laws, including the EU General Data Protection Regulation (GDPR) where applicable.

8.2 Where the Company processes personal data on behalf of the Client (e.g., through platforms developed for the Client), a Data Processing Agreement (DPA) may be required.

8.3 The Client is solely responsible for ensuring their own platforms and data collection practices comply with applicable privacy laws.

9. WARRANTIES AND DISCLAIMERS

9.1 The Company warrants that:

  • Services will be performed with reasonable skill and care.
  • Deliverables will function as described in the agreed specifications at the time of delivery.

9.2 The Company provides a 30-day warranty after project delivery during which reported bugs directly related to the delivered work will be fixed at no additional charge.

9.3 The Company does not warrant that:

  • Services will be uninterrupted or error-free beyond the warranty period.
  • Third-party platforms, APIs, or hosting services will function without interruption.
  • Results (e.g., sales, traffic, rankings) will meet the Client's expectations.

9.4 Modifications made by the Client or third parties after delivery void the warranty.

10. LIMITATION OF LIABILITY

10.1 To the maximum extent permitted by applicable law, the Company's total liability for any claim arising out of or related to the services shall not exceed the total amount paid by the Client for the specific project giving rise to the claim.

10.2 The Company shall not be liable for:

  • Loss of revenue, profit, business, or data.
  • Indirect, incidental, consequential, or punitive damages.
  • Failures or downtime of third-party services, hosting providers, or infrastructure.
  • Security breaches resulting from vulnerabilities in third-party software or the Client's own systems.

11. TERMINATION

11.1 By the Client: The Client may terminate a project with 14 days' written notice. All work completed up to the termination date shall be invoiced and is payable. The initial deposit is non-refundable.

11.2 By the Company: The Company may terminate the Agreement immediately if:

  • The Client fails to make payment within the agreed terms.
  • The Client engages in unlawful, abusive, or fraudulent activity.
  • Continuing the project becomes commercially or technically unfeasible due to Client-side factors.

11.3 Upon termination, the Company will provide the Client with all deliverables completed and paid for up to the termination date.

12. THIRD-PARTY SERVICES

12.1 The Company may recommend or utilize third-party platforms (hosting providers, SaaS tools, payment gateways, etc.) as part of service delivery.

12.2 The Client acknowledges that such third-party services are subject to their own terms and pricing, which may change independently of this Agreement.

12.3 The Company is not responsible for the actions, policies, outages, or data handling of third-party providers.

13. FORCE MAJEURE

The Company shall not be held liable for failure or delay in performance caused by circumstances beyond its reasonable control, including but not limited to: natural disasters, war, government actions, internet outages, cyberattacks, or pandemic-related disruptions.

14. DISPUTE RESOLUTION

14.1 The parties agree to first attempt to resolve any dispute through good-faith negotiation within 30 days of written notice.

14.2 If unresolved, disputes shall be submitted to mediation or arbitration in accordance with the laws of the Republic of Moldova.

14.3 This Agreement shall be governed by and construed in accordance with the laws of Moldova, without regard to conflict of law principles.

15. AMENDMENTS

The Company reserves the right to update these Terms and Conditions at any time. Clients will be notified of material changes. Continued engagement with Company services following notification constitutes acceptance of the revised terms.

16. ENTIRE AGREEMENT

This Agreement, together with any signed Service Agreement or Statement of Work, constitutes the entire agreement between the parties and supersedes all prior discussions, representations, or agreements relating to the subject matter herein.

Karasoy-Garciu Group S.R.L. 📍 Moldova 📧 [contact@edda.md] 🌐 [edda.md]

These Terms and Conditions are effective as of the date of first engagement and remain in force until terminated in accordance with Section 11.