Terms of Service

1. Acceptance of Terms

These Terms of Service (“Terms”) govern your access to and use of the Splintara website (the “Website”) and the digital services provided by Splintara OÜ (“Splintara”, “we”, “us”, “our”). They apply to anyone using the Website and to all Client engagements, unless explicitly varied by a signed Statement of Work. In case of conflict, the signed Statement of Work prevails over these Terms.

2. Definitions

• Splintara — Splintara OÜ, the provider of the Services.
• Client — natural or legal person engaging us for Services.
• Website — splintara.com and any subdomain operated by Splintara.
• Services — design, development, SEO, support, integrations, and related digital services described in Section 3.
• Statement of Work (SoW) — written engagement contract signed by both parties.
• Deliverables — items produced for the Client under an SoW (designs, code, documentation, configurations, etc.).

3. Scope of Our Services

We provide the following digital services:

• Custom website design and development for B2B, B2C, and eCommerce;
• UI/UX design and prototyping;
• eCommerce builds on Shopify, Magento, WooCommerce, OpenCart, and custom stacks;
• CMS implementation and customization (WordPress and others);
• Search Engine Optimization (SEO);
• Technical support and maintenance;
• Custom integrations with third-party APIs, CRMs, payment gateways, and marketing tools.

Specific deliverables, timelines, and fees for any engagement are defined in an SoW signed with the Client.

4. Use of the Website

You agree to:

• Use the Website for lawful purposes only;
• Not attempt to gain unauthorized access to any part of the Website or its underlying systems;
• Not engage in activities that disrupt, damage, or impair Website performance;
• Not reproduce, distribute, or modify any content without our prior written permission, except where permitted by mandatory law.

5. Engagements & Statements of Work

Estimates and proposals are non-binding until accepted in writing by both parties. Project scope, payment terms, intellectual property arrangements, and milestones are defined in the signed SoW. Verbal commitments and informal exchanges (email, chat) do not constitute a binding agreement on their own.

6. Deliverables & Acceptance

A project is considered complete upon delivery of the agreed Deliverables in accordance with the SoW. The Client has fourteen (14) calendar days from delivery to review and report material defects in writing. If no written objection is received within this period, Deliverables are deemed accepted.

7. Revisions & Change Requests

Each SoW specifies the number of revision rounds included. Work outside the agreed scope is treated as a Change Request and may affect timeline and budget. Splintara will provide an estimate of cost and timing impact in writing before executing any Change Request.

8. Client Responsibilities

To enable timely and successful delivery, the Client agrees to:

• Provide content, brand assets, and required information within the agreed timelines;
• Warrant that all materials provided to Splintara are lawful and do not infringe any third-party rights (copyright, trademark, image rights, etc.);
• Designate a single point of contact authorized to make decisions during the project;
• Cooperate during testing, review, and acceptance phases;
• Pay invoices in accordance with the agreed schedule.

Delays caused by the Client may extend project timelines without penalty to Splintara.

9. Intellectual Property

9.1 Pre-Existing IP of Splintara

Splintara retains all rights in materials it owned or developed prior to or independently of an engagement — including reusable code libraries, frameworks, design systems, methodologies, and know-how. To the extent such materials are integrated into Deliverables, the Client receives a perpetual, worldwide, non-exclusive licence to use them as part of the Deliverables.

9.2 Custom Deliverables

Custom code, designs, and content created specifically for the Client under an SoW are transferred to the Client upon full payment of the relevant invoices. Until full payment is received, Splintara retains all rights to such Deliverables.

9.3 Portfolio & Promotional Use

Unless the SoW states otherwise, Splintara may display the Client’s project in its portfolio, case studies, and marketing materials. The Client may request omission or anonymization in writing at any time.

9.4 Website Content

All content on the Splintara Website — including text, graphics, logos, code, and design — is the property of Splintara OÜ or its licensors and is protected by applicable intellectual property laws. Reproduction, distribution, or modification requires our prior written permission.

10. Third-Party Services & Components

Splintara may use, recommend, or integrate third-party services and components, including (without limitation):

• Hosting providers (e.g., Hostinger, AWS, DigitalOcean);
• CMS platforms (WordPress, Shopify, Magento, WooCommerce, OpenCart);
• Themes, plugins, and apps from third-party marketplaces (Envato, Shopify App Store, etc.);
• Payment gateways (Stripe, PayPal, and others);
• Analytics, CRM, and marketing tools;
• Fonts, icon libraries, and stock assets.

The Client accepts the terms of service and privacy policies of these third parties separately. Splintara is not liable for outages, bugs, pricing changes, deprecation, or discontinuation by third-party providers. Ongoing license, subscription, or transaction fees (premium plugins, Shopify subscriptions, theme renewals, payment gateway fees, etc.) are the Client’s responsibility unless explicitly included in an SoW.

11. Open-Source Software

Many of our Deliverables incorporate open-source software (for example, WordPress and the broader WordPress ecosystem are licensed under the GNU GPL). Such components remain governed by their respective licences, which may impose obligations on the Client (such as preserving copyright notices or making source code available in certain circumstances). We use open-source components in compliance with their licences and make reasonable efforts to inform the Client of any material obligations.

12. Warranty

Splintara warrants that custom-developed Deliverables will substantially conform to the specifications in the SoW for a period of thirty (30) days after launch (the “Warranty Period”). During the Warranty Period, defects in our custom work will be corrected at no additional cost.

This warranty does not cover:

• Bugs or vulnerabilities in third-party software (themes, plugins, CMS core, libraries);
• Issues caused by modifications made by the Client, third-party developers, or end users;
• Compatibility issues arising from CMS, browser, plugin, or operating-system versions released after launch;
• Content updates, feature additions, or scope changes outside the original SoW;
• Hosting, DNS, email, or network issues outside Splintara’s control.

Beyond the Warranty Period, defect resolution and updates are available under a separate maintenance agreement.

13. Maintenance & Support

Maintenance and support are offered under a separate written agreement. Where included, maintenance typically covers:

• Security patches and CMS / plugin / dependency updates;
• Bug fixes in Splintara’s custom-developed code;
• Minor adjustments within an agreed monthly time budget;
• Basic uptime monitoring.

Excluded from standard maintenance unless explicitly added:

• New features, modules, or substantial redesigns (require a new SoW);
• Content management, copywriting, and translations;
• Third-party license, subscription, or transaction fees;
• Platform migrations or major version upgrades.

14. SEO Services

Where Splintara provides search engine optimization (SEO):

• We follow ethical, “white-hat” practices in line with the published guidelines of major search engines (Google, Bing);
• We do not guarantee specific rankings, traffic levels, conversion rates, or revenue outcomes. Search performance depends on factors outside our control — algorithm updates, competitor activity, market conditions, and the Client’s broader business and content decisions;
• The Client provides access to required tools (Google Analytics, Search Console, Bing Webmaster Tools, etc.); such access is used solely for the engagement and revoked or transferred upon request;
• We do not engage in black-hat practices (link schemes, cloaking, paid links violating search engine guidelines) and decline requests to do so.

15. eCommerce & Payment Processing

Where Splintara builds or configures eCommerce platforms or payment integrations:

• We configure payment gateway integrations (Stripe, PayPal, and others) but do not process, transmit, or store cardholder data. Such data flows directly between the Client’s customers and the payment service provider (PSP);
• PCI-DSS compliance is the joint responsibility of the Client and their PSP. Splintara is not a payment processor;
• Splintara is not a party to and is not liable for chargebacks, fraud, refunds, payment disputes, or merchant-account decisions by PSPs or banks;
• Tax configuration (VAT, sales tax, customs) is set up per the Client’s instructions. Tax determination and compliance remain the Client’s responsibility.

16. Confidentiality

Each party shall treat information disclosed by the other party in the course of an engagement as confidential and shall not disclose it to third parties without prior written consent. The obligation does not apply to information that:

• Was already in the receiving party’s possession or in the public domain at the time of disclosure;
• Becomes public through no fault of the receiving party;
• Is independently developed without use of the disclosing party’s information;
• Must be disclosed by law or by a competent authority (with prompt notice to the other party, where lawful).

Confidential information may be shared with trusted contractors and sub-processors bound by equivalent confidentiality obligations. This Section survives termination of any engagement for three (3) years.

17. Credentials & System Access

To deliver Services, the Client may grant Splintara access to systems such as hosting accounts, CMS administration, domain registrars, code repositories, analytics, and email platforms. The Client and Splintara agree that:

• Splintara uses such access solely for the purposes of the engagement;
• Credentials are stored securely and limited to team members who require them;
• The Client is encouraged to use scoped accounts (rather than sharing master credentials) where the platform allows;
• The Client should rotate credentials after project completion or staff changes; on request, Splintara will revoke or delete its copies of the credentials.

18. Data Handling During Projects

When the Client provides personal data (e.g., user databases, customer lists, employee records) for the purposes of an engagement, Splintara acts as a Data Processor on behalf of the Client, who acts as the Data Controller. A Data Processing Agreement (DPA) is available on request and is recommended for engagements involving personal data of EU/EEA data subjects.

In its role as Processor, Splintara will:

• Process personal data only on documented instructions from the Client;
• Apply appropriate technical and organizational security measures;
• Engage sub-processors only with the Client’s prior authorization;
• Assist the Client in responding to data-subject requests and notifications;
• Return or securely delete personal data at the end of the engagement, per the Client’s choice.

See the Privacy Policy for our general data practices and the list of sub-processors.

19. Payment

Unless agreed otherwise in writing, invoices are payable within fourteen (14) calendar days of issuance. Late payments may incur statutory interest under Estonian law. Splintara may suspend services on overdue accounts after providing reasonable notice. Deposits or upfront payments are non-refundable to the extent they reserve resources or cover work already performed.

20. Cancellation & Refunds

• Cancellation by the Client: the Client may terminate an SoW with written notice. The Client shall pay for all work completed up to the termination date plus any non-cancellable third-party costs already incurred on its behalf.
• Cancellation by Splintara: in rare cases (e.g., breach by Client, force majeure, illegality), Splintara may terminate an SoW with written notice. Any prepaid fees for work not yet performed will be refunded on a pro-rata basis.
• Deposits: deposits made to reserve project capacity are non-refundable.

21. Third-Party Links

The Website and our Deliverables may contain links to third-party websites or resources. We do not control such third parties and accept no responsibility for their content, products, or practices. Accessing them is at your own risk.

22. Disclaimers

The Website is provided on an “as is” and “as available” basis, without warranties of any kind, whether express or implied, including warranties of merchantability, fitness for a particular purpose, or non-infringement. We do not warrant that the Website will be uninterrupted, error-free, or free from harmful components. Custom Deliverables are governed by the specific warranty in Section 12.

23. Limitation of Liability

To the maximum extent permitted by law, Splintara is not liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, goodwill, or business opportunities arising from your use of the Website or our Services. Our total aggregate liability for any claim is limited to the fees paid by the Client to Splintara under the SoW giving rise to the claim during the six (6) months preceding the event.

These limitations do not exclude or limit any liability that cannot be excluded under applicable mandatory law, including statutory consumer rights, gross negligence, or wilful misconduct.

24. Force Majeure

Neither party is liable for failure or delay in performance caused by events outside its reasonable control, including but not limited to: outages of upstream providers (hosting, CDN, DNS, ISP), natural disasters, pandemics, strikes, war, governmental action, or critical security incidents in third-party software. The affected party shall notify the other promptly and use reasonable efforts to mitigate impact and resume performance.

25. Termination

We may suspend or terminate access to the Website at any time, with or without notice, for any reason, including breach of these Terms. Provisions that by their nature should survive termination — such as those on intellectual property, confidentiality, disclaimers, limitation of liability, and governing law — will remain in effect.

26. Governing Law and Jurisdiction

These Terms are governed by the laws of the Republic of Estonia, without regard to its conflict-of-laws rules. Any disputes will be resolved in the competent courts of Estonia, without prejudice to mandatory consumer protections available to you in your country of residence within the European Union.

27. Changes to These Terms

We may revise these Terms at any time. The updated version takes effect upon publication on this page. Material changes affecting ongoing engagements will be communicated to active Clients in advance. Your continued use of the Website or our Services after publication constitutes acceptance of the revised Terms.

28. Contact