Terms and Conditions

Last updated: September 30, 2025

1. Introduction

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

2. Company Information

• Company Name: Linkup Studio OÜ
• Registration Number: 16585988
• Registered Address: Harju maakond, Tallinn, Kesklinna linnaosa, Narva mnt 5, 10117, Estonia
• Email: [email protected]

3. Services

Linkup Studio OÜ provides computer programming services including but not limited to:

• Web development and design
• Custom software development
• IT consulting and advisory services
• System maintenance and support
• Database design and optimization
• API development and integration

4. Service Agreement

4.1 Project Scope

All projects begin with a detailed scope of work that includes:

• Project objectives and deliverables
• Timeline and milestones
• Technical specifications
• Cost estimates and payment terms
• Client responsibilities and requirements

4.2 Changes to Scope

Any changes to the agreed project scope must be documented in writing and may result in additional costs and timeline adjustments. We will provide estimates for scope changes before implementation.

5. Payment Terms

5.1 Pricing

Service fees are determined based on:

• Project complexity and scope
• Required technologies and resources
• Timeline requirements
• Ongoing support and maintenance needs

5.2 Payment Schedule

Unless otherwise agreed in writing:

• 50% deposit required before project commencement
• Remaining balance due upon project completion
• For ongoing services, monthly invoicing applies
• Payment terms are Net 30 days from invoice date

5.3 Late Payments

Late payments may incur interest charges of 1.5% per month. We reserve the right to suspend services for accounts more than 30 days overdue.

6. Client Responsibilities

Clients are responsible for:

• Providing accurate and complete project requirements
• Timely provision of necessary materials, access, and feedback
• Maintaining backups of existing systems and data
• Ensuring compliance with applicable laws and regulations
• Testing and acceptance of delivered work within agreed timeframes

7. Intellectual Property

7.1 Client IP

Clients retain ownership of:

• Pre-existing intellectual property
• Content, data, and business logic provided to us
• Custom-developed solutions upon full payment

7.2 Company IP

We retain ownership of:

• Pre-existing tools, methodologies, and frameworks
• General knowledge and expertise gained during projects
• Code libraries and components we developed prior to engagement

7.3 Third-Party IP

Third-party software and tools used in projects are subject to their respective licenses. Clients are responsible for compliance with third-party license terms.

8. Confidentiality

We maintain strict confidentiality regarding:

• Client business information and data
• Project details and technical specifications
• Proprietary methods and systems
• Any information marked as confidential

9. Warranties and Disclaimers

9.1 Service Warranty

We warrant that our services will be performed in a professional manner consistent with industry standards. We provide a 90-day warranty for defects in custom-developed software.

9.2 Disclaimer

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

10. Limitation of Liability

Our total liability for any claims arising from our services shall not exceed the amount paid by the client for the specific project or service period in question. We shall not be liable for indirect, incidental, consequential, or punitive damages.

11. Data Protection and Privacy

We comply with applicable data protection laws including GDPR. Our handling of personal data is governed by our Privacy Policy. Clients must ensure they have proper consent for any personal data shared with us.

12. Force Majeure

We shall not be liable for delays or failures in performance resulting from circumstances beyond our reasonable control, including but not limited to natural disasters, government actions, pandemics, or infrastructure failures.

13. Termination

13.1 Termination by Client

Clients may terminate services with 30 days written notice. Client remains liable for all work performed and expenses incurred up to the termination date.

13.2 Termination by Company

We may terminate services immediately for:

• Non-payment of invoices
• Breach of these Terms
• Illegal or unethical activities
• Failure to provide necessary cooperation

14. Dispute Resolution

Any disputes shall be resolved through:

1. Good faith negotiations between parties
2. Mediation by a mutually agreed mediator
3. Arbitration or courts of Estonia if mediation fails

15. Governing Law

These Terms are governed by Estonian law. Any legal proceedings shall be conducted in the courts of Estonia.

16. Website Terms

16.1 Acceptable Use

When using our website, you agree not to:

• Use the site for illegal purposes
• Attempt to gain unauthorized access to systems
• Transmit malicious code or content
• Violate any applicable laws or regulations

16.2 Content Accuracy

While we strive for accuracy, we do not warrant that website content is complete, reliable, or error-free. Information is subject to change without notice.

17. Contact Information

For questions about these Terms, contact us:

18. Updates to Terms

We may update these Terms periodically. Continued use of our services after changes indicates acceptance of new terms. We will notify clients of material changes via email or website notice.

19. Severability

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

20. Entire Agreement

These Terms, along with any signed project agreements, constitute the entire agreement between parties and supersede all prior agreements, representations, or understandings.