Terms of service

1. Parties and scope

Provider: Pálinkás András E.V., seat: Petőfi utca 6, 7668 Keszü, Hungary, register number: 54304143, tax number: 55597096-1-22 (the "Provider"). The other party is the "Client".

Services are aimed at businesses and other organisations. Where the Client is a consumer within the meaning of the Civil Code, the mandatory consumer protection rules apply and prevail over any conflicting provision below.

2. Services

• Development of web applications and back-end systems.
• Cloud and infrastructure work: deployment, background processing, monitoring, cost optimisation.
• Shopify application development.
• Consulting, architecture and security review.
• Maintenance and operation, where separately agreed.

The exact scope, deliverables, schedule and fee of each engagement are set out in a written quotation or statement of work. Unless expressly agreed as a fixed-result undertaking, services are provided as a contract for services (megbízási szerződés) under Ptk. 6:272 §: the Provider owes professional care, not a specified outcome.

3. How a contract is formed

The website is not an offer. A contract comes into existence when the Client accepts a written quotation, or when the parties sign a contract. E-mail counts as writing. A quotation is valid for 30 days unless it states otherwise.

4. Fees and payment

Fees are charged on a time-and-materials or fixed-fee basis, as stated in the quotation. The applicable VAT treatment is stated on the quotation and the invoice; fees quoted are net amounts unless marked otherwise.

• Invoices are issued electronically and are payable within 15 days of issue unless otherwise agreed.
• Engagements longer than one month are invoiced monthly in arrears.
• Third-party costs (hosting, licences, domains, paid APIs) are borne by the Client and are either contracted in the Client's own name or passed through at cost.
• On late payment between businesses, default interest under Ptk. 6:155 § (central bank base rate plus 8 percentage points) and the EUR 40 recovery cost flat rate apply.
• Work may be suspended after 15 days of undisputed overdue payment, following written notice.

5. The Client's cooperation

Delivery depends on timely access and decisions: accounts and credentials, test data, review of deliverables, and a named contact who can decide. Deadlines shift by the delay if these are not provided, and standing time may be charged after written notice.

6. Subcontractors and tooling

The Provider may use subcontractors and remains liable for their work as for its own. Open source components and AI-assisted development tools may be used; in both cases the Provider remains responsible for the licence compliance and the quality of what is delivered. On request, the list of third-party components and their licences is provided with the deliverable.

7. Intellectual property

• On full payment of the fees, the Client receives an exclusive, perpetual, worldwide right to use, modify and further develop the custom code written for the engagement, transferable to a legal successor (Szjt. 16 § and 55 §).
• Third-party and open source components keep their own licences; the Client's rights to those follow from those licences.
• General know-how, reusable libraries, tools and patterns developed before or outside the engagement remain the Provider's property; the Client receives a non-exclusive right to use them as embedded in the deliverable.
• Until the fees are paid in full, the Client receives no right of use beyond testing and acceptance.
• The Provider may name the Client and describe the work in a portfolio, unless the Client objects in writing. Nothing confidential is disclosed this way.

8. Confidentiality

Each party keeps the other's business secrets confidential during the engagement and for 5 years afterwards, and uses them only for the purpose of the engagement. This does not cover information that is public, was already known, or must be disclosed by law. Credentials received from the Client are stored in a password manager and are revoked or deleted on completion.

9. Data protection

Personal data handled in connection with the engagement is described in the privacy notice. Where the Provider processes personal data on the Client's behalf, the parties conclude a data processing agreement meeting Article 28 GDPR before that processing begins.

10. Acceptance and defects

Deliverables are handed over for acceptance. The Client has 10 working days to report defects in writing; after that, and on putting the deliverable into production use, it is treated as accepted. Defects reported within 90 days of acceptance and attributable to the Provider are corrected free of charge. Changes to the agreed scope are not defects and are quoted separately.

11. Liability

The Provider is liable for damage caused by breach of contract under the Civil Code. Between businesses, and to the extent permitted by law, liability is limited to the fee paid for the engagement in the 6 months preceding the event, and does not extend to lost profit or other consequential loss. This limitation does not apply to damage caused intentionally or to damage to human life, bodily integrity or health (Ptk. 6:152 §).

The Provider is not liable for outages, price changes or discontinuation of third-party platforms and services (hosting, payment providers, app marketplaces), nor for damage arising from the Client's own systems, data or instructions, where the Provider warned of the risk in writing.

12. Force majeure

Neither party is in breach for failing to perform because of an event beyond its reasonable control. The affected party gives notice without delay; if the event lasts more than 30 days, either party may terminate the engagement, settling the work done up to that point.

13. Termination

• Either party may terminate an ongoing engagement on 30 days' written notice.
• Either party may terminate with immediate effect on a material breach that is not remedied within 15 days of written notice.
• On termination, work performed is invoiced, and the deliverables in their then-current state, together with access rights and documentation, are handed over.
• Sections 7, 8, 9 and 11 survive termination.

14. Governing law and disputes

Hungarian law applies, excluding the UN Convention on Contracts for the International Sale of Goods. The parties first attempt to settle disputes by negotiation. Failing that, the courts of Hungary have jurisdiction, with the court competent for the Provider's seat where the Client is a business. Consumer clients retain the forums listed in the imprint.

15. Changes to these terms

These terms may be amended for future engagements. The version in force when the contract was concluded applies to that engagement. For ongoing engagements, a change takes effect 30 days after written notice, and the Client may terminate within that period if it does not accept the change.