1. Service Provider Data

TASNADI Group Ltd.
Company registration number: 01-09-405698
Tax number: 32081404-2-41
EU tax number: HU32081404
Registered office: 1054 Budapest, Bajcsy-Zsilinszky út 58. 2nd floor 1.
Representative: Olivér Tasnádi

2. Purpose of these Terms and Conditions

The Contractor provides the Client with graphic and website creation services in accordance with parameters specified by the Client. The contract concluded between the Client and the Contractor (hereinafter “Contract”) is collectively determined by these General Terms and Conditions (hereinafter “GTC”).

Accordingly, the GTC includes:

• our company’s key data and contact information,
• the rights and obligations of You as a Client and us as the Contractor, the rules of performance deadlines and other essential contract terms,
• liability rules,
• other rules.

The specific, project-optimized detailed terms are recorded by the Parties in the Order Form (hereinafter Client).

3. Applicable Legislation

The Contract is governed by Hungarian law. We have listed the most important legal acts to ensure Clients can verify their rights from a direct and fully reliable source:

• Act V of 2013 on the Civil Code
• Government Decree 45/2014. (II.26.) on detailed rules of contracts concluded between consumers and businesses
• REGULATION (EU) 2016/679 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL (27 April 2016) on the protection of natural persons regarding the processing of personal data and the free movement of such data, and repealing Directive 95/46/EC
• REGULATION (EU) 2018/302 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL (28 February 2018) on addressing unjustified geo-blocking and other forms of discrimination based on customers’ nationality, place of residence or place of establishment within the internal market, and amending Regulations (EC) No 2006/2004 and (EU) 2017/2394 and Directive 2009/22/EC
• Act CLV of 1997 on Consumer Protection
• Act LXXVI of 1999 on Copyright
• Act CXX of 2011 on the Right of Informational Self-Determination and on the Freedom of Information

4. Subject of Legal Relationship Between the Parties, Definitions

4.1. The subject of the Contract is to design and/or execute a website and visual identity that effectively support the Client’s activities.

The Contractor undertakes to create the website as discussed with the Client and based on conditions pre-set by the Client. During website development, the Contractor performs programming activities, resulting in a website and its subpages published online. The website development is independent of whether the Contractor performs this activity using its own code, code owned by the Client, or third-party software.

The detailed tasks arising during realization are included in the Task Definition (hereinafter: Task Definition), part of the Order Form, where the Parties specify the required tasks. The document is always optimized for the particular project, both in terms of tasks and associated man-hours.

4.2. Definitions

Revision round: A revision round consists of modifications discussed at one occasion, regardless of quantity or quality. The Client is entitled to revisions until acceptance of the Design Phase, per each of the following handover steps:

• sitemap
• wireframe
• copywriting
• visual design: homepage
• visual design: full

Software, Website: The deliverable under the contract, produced to the Client’s order, encompassing the features and components listed in the Task Definition.

Work, Creation, Plan: Any graphic or development creation made during fulfillment of or for the purposes of the contract.

Content: Texts, images, audio, music, or any other data created or shared by the Client with the Contractor for publication on the website.

Task Definition, Specification: Also known as the Order Form (Annex I), a document listing tasks to be carried out and deliverables produced during the fulfillment of the contract.

Additional Work: Any process subsequently ordered by the Client not included in the Task Definition (Annex I), as well as extra hours ordered when man-hour allocations defined in Annex I are exceeded. In other aspects, Sections 6:244–6:245 of the Civil Code apply regarding additional work.

5. Schedule

Generally, the Contractor structures its activities based on the following key phases. For each project, the Parties specify which phases are included. The relevant phases and required tasks are listed in the Task Definition document. The project’s deadlines and other main terms are set by the Parties together in the Order Form.

5.1. Strategy Phase

Within the Strategy Phase, the Contractor assesses the Client’s business attributes and situation to inform the Design Phase.

5.2. Design Phase

Within the Design Phase, the Contractor prepares the visual identity and/or the website’s structural and visual design. This includes, among other things, colors, graphic elements, fonts, layout, graphic element arrangement, and—if required—logo creation (visual identity design).

Regular (weekly) consultations occur between the Parties. At the end of the collaborative design process, the Contractor and Client agree on the website’s final features and design.

The Client accepts that due to varying display technologies (monitors, projectors, printers), selected colors may display differently on different devices (including their own).

The Parties agree that content for the website must be provided to the Contractor by the Client (unless the Task Definition includes copywriting, in which case the Client must provide necessary information for copywriting). Client-delayed provision of text content may delay Contractor’s performance, but a delay in receiving text will not constitute a Contractor delay.

If, after acceptance of final designs, the Client requests further changes or modifications (especially visual identity changes or new visual elements for the website), the Parties consider this Additional Work.

5.3. Implementation Phase

During the Implementation Phase, the Contractor carries out all agreed website development tasks using content provided by the Client.

Any further development required by the Client during or after the Implementation Phase will be quoted for separately by the Contractor. Any content upload or feature additions differing from final plans or timely-delivered content are considered extra development.

5.4. Go-live, Handover

At the end of the Implementation Phase, the Client accepts the developed and completed Website and issues a performance certificate to the Contractor attesting to the Website’s compliance with contractual terms. Simultaneously, the Contractor provides a detailed presentation of how to use the website’s admin interfaces.

After notice that the Implementation Phase has ended, the Contractor puts the Website live, making it accessible on the Internet.

5.5. In the event of the Client’s delay, the Contractor is entitled to proceed in order to meet the contractual deadline and to make the necessary decisions at its own discretion. As a result, some content elements of the completed website or graphics may be replaced with temporary content (e.g., placeholder text, royalty-free photos), which does not impede the fulfillment of the contract.

6. Payment Obligation and Contractual Collateral Obligations

6.1. The Contractor is entitled to a fee for its activity. The contract is concluded when the Client accepts the Contractor’s price offer along with finalizing the task.

6.2. The Contractor is entitled to a contractor’s fee for actual work performed during the project. Accounting is based on the number of hours worked and the hourly rate specified in the Order Form. The Contractor informs the Client of hours worked and estimated price based on work reports. Therefore, the phase-specific prices pre-calculated on the Order Form are indicative.

6.3. The Client must issue and send the performance certificate to the Contractor within a maximum of 8 (eight) days upon the Contractor’s request, or provide a written explanation within the same period if refusing. Any refusal must specify in detail why the performance does not meet contractual requirements, where and how it deviates or fails to comply, ensuring deficiencies/errors are identifiable, especially if software does not meet specifications. If the Client neither issues the certificate nor responds as above within 8 calendar days, the relevant Work or Additional Work is deemed contractually accepted, and the Contractor may issue an invoice even without written confirmation.

6.4. Detailed payment terms and schedule are specified in the Order Form.

6.5. Penalty Provisions

• The Parties agree that if the Contractor falls into delay for any reason attributable to them—except in the event of delay resulting from force majeure—they are required to pay a penalty to the Client (hereinafter: Delay Penalty). The amount of the Delay Penalty is 1% of the net Contractor's Fee for each day of delay commenced, but no more than 20% of the total net Contractor's Fee. If, due to the Contractor’s delay, the Delay Penalty reaches the maximum value specified in this section, the Client is entitled to terminate the contract. In the event of termination, the Client and Contractor are obliged to settle accounts based on the status on the day the termination is communicated.
• The Parties agree that if the Client, for any reason, is late in fulfilling any payment obligation arising from the contract, they are required to pay a penalty to the Contractor (hereinafter: Delay Penalty). The amount of the Delay Penalty is 1% of the net Contractor's Fee for each day of delay commenced, but no more than 20% of the total net Contractor's Fee. If, due to the Client’s late payment, the Delay Penalty reaches the maximum value specified in this section, the Contractor is entitled to terminate the contract. In the event of termination, the Client and Contractor are obliged to settle accounts based on the status on the day the termination is communicated.

7. Contractor’s Rights and Obligations

7.1. The Contractor may utilize contributors and subcontractors to fulfill contractual obligations. The Contractor is liable for their activity as for its own.

7.2. Upon the Client’s written request, the Contractor must inform the Client about the status of performance and relevant circumstances. If Additional Work is needed, Contractor must notify the Client beforehand in writing. If this requires extra deadlines, Parties will determine these in writing together.

7.3. In the unexpected case where the Contractor cannot, or cannot properly, provide the Services as stipulated, it must notify the Client in writing of the obstacle.

7.4. The Contractor must inform the Client in due time of the development of work hours. A detailed work hours record must be maintained, including a brief description and hours spent per task. The record must be provided to the Client prior to invoicing upon special request. The Client accepts accounting based on these records, only disputing with substantiated written professional reasons, and only if actual payment due differs by at least +30% from the sum stated on the Order Form.

7.5. Contractor’s Liability:

7.5.1. The Contractor provides warranty repairs for 6 months after acceptance. The Contractor is not liable for errors deriving from selected templates. The Client cannot claim warranty or guarantee if they later modify the code or the website in any manner not related to content.

7.5.2. Contractor’s liability is excluded in the following cases:

• Errors caused by a browser or its host computer’s hardware/software;
• The Contractor assumes no legal responsibility for content (images, text, audio files) displayed by the Client on the site, nor for any damages arising from content errors;
• The Contractor is not liable for data loss due to technical malfunctions on the server hosting the website, nor for any resulting claims;
• The Contractor is not liable for consequential damage from site downtime;
• The Contractor is not liable for developments/content the Client expressly requests despite Contractor’s warnings.

8. Client’s Rights and Obligations

8.1. The Client must provide the Contractor with all information, materials, and tools needed for proper performance in due time. If any prior-supplied information changes, the Client must immediately inform the Contractor. Failure to do so will render the Client liable for damages resulting from such omission.

8.2. The Client undertakes to pay the Service Fee as agreed under the Contract to the Contractor.

8.3. The Client will be in default if they unjustifiably do not accept performance or omit actions or statements necessary for Contractor’s performance. The Client must compensate damages caused by delay; for late monetary payment, the Contractor is entitled to statutory late payment interest.

8.4. In case of Client’s delay, the Contractor may proceed to ensure timely completion and make required decisions at their discretion, possibly substituting some content elements (e.g., placeholder text, royalty-free images) so as not to hinder contract performance.

9. Copyright Provisions

9.1. The Contractor grants the Client an exclusive license to use works created under contract, except for Contractor’s own works and third-party intellectual property lawfully used. Usage rights are for an indefinite period, non-transferable, and the work may not be adapted.

9.2. Unless otherwise agreed, license agreements take effect upon full payment of the Contractor’s Fee. Materials covered by the exclusive license cannot be reused by the Contractor.

9.3. The Contractor is not liable for copyrights for works provided by the Client or used on the Client’s instructions. Any claims by third parties shall be the sole responsibility of the Client.

9.4. The Parties agree that the Contractor retains the first right to make alterations to the delivered works. If post-delivery modification is required, the Client must first contact the Contractor. If the Contractor cannot take on the change, the Client may engage another developer, in which case Contractor will transfer the necessary licenses.

10. Duration and Termination of the Contract

10.1. The Contract takes effect upon acceptance of these GTC and expires on fulfillment.

10.2. The Contract may be terminated:

a, by completion
b, by either party’s termination without succession
c, by mutual agreement
d, by withdrawal/termination

10.3. The Parties may terminate by mutual agreement at any time without reasoning, jointly defining its effective date and settling accounts after termination.

10.4. Either party may terminate ordinarily by giving reason, with 15 (fifteen) calendar days’ notice. On termination, Parties must settle accounts. In this case, the Client must pay the full fee for the current project phase (see Order Form for exact sum), and the Contractor must complete that phase.

10.5. Notwithstanding the above, either party may terminate immediately with 15 days’ written notice to the other party if the other party commits a material or repeated breach and fails to remedy after written warning. A particularly serious breach is:

• If the Contractor is late or in default, the Client must give written notice specifying the breach; if the breach persists for 15 days, the Client may terminate, with Contractor entitled to payment for tasks completed up to termination and expenses incurred.
• If the Client is late or otherwise obstructs performance, the Contractor must give written notice specifying the breach; if the breach persists 15 days, the Contractor may terminate, entitled to payment for completed tasks and related costs.

11. Confidentiality and Data Protection

11.1. The Parties must observe all applicable data protection laws.

11.2. In connection with their legal relationship under the Agreement, both parties qualify as data controllers for the data they manage.

11.3. By signing this Agreement, the Parties undertake to treat as business secrets any data, information, operational and business policy events, and/or protected personal data that come to their knowledge during the performance of this Agreement; they will not disclose such information to third parties, will use it only to the extent necessary for the performance of this Agreement, and will require their employees, subcontractors, and agents involved in performing the tasks to make similar declarations. Unless the Parties agree otherwise, the confidentiality obligation shall remain in force for an unlimited period.

The assertion of the Parties’ lawful rights, or the fulfillment of statutory obligations, does not constitute a breach of confidentiality if information related to this Agreement is provided to the competent authorities, courts, legal experts, commissioned accountants, or auditors.

The Parties undertake to fully compensate the other Party for any direct and proven damage arising from the breach of the above obligation.

Annexes:
Annex 1 – Order Form and Task Definition
Annex 2 – Performance Certificate

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