Standard Terms and Conditions of Sale
Introduction
- These terms and conditions reflect industry standards and form the basis of our contractual relationship with clients, ensuring transparency and mutual understanding.
- Certain obligations, including those related to confidentiality, intellectual property, licensing, payments due, and indemnification, shall survive the termination of the agreement.
- The latest and legally binding version of these Terms and Conditions is available at https://www.mazi4u.com/terms and supersedes any previous printed or distributed versions.
Objective
- Our goal is to deliver maximum value to our clients while safeguarding the interests of all parties involved in the agreement.
Acceptance of Terms
- By engaging with mazi4u.com, the client agrees to waive any pre-existing terms and conditions in favor of these. Any modifications or exceptions must be agreed upon in writing prior to execution.
- Any signed proposal or quote issued by Mazi4U is deemed an integral part of this agreement.
Confidentiality & Non-Disclosure
- Both parties agree to protect confidential information disclosed during the engagement. Obligations last for two (2) years post-termination. Exceptions apply for public domain, legal disclosure, or third-party sources.
Separate Agreements
- Clients may choose to enter into a separate, bespoke contract. Unless otherwise stated, our proposal/quote combined with these terms constitutes the full agreement.
Force Majeure
- Neither party shall be liable for failure to perform obligations due to causes beyond their control, including acts of God, war, pandemics, or supply chain disruption. Either party may terminate the engagement if such events persist beyond 60 days.
Payment Terms
- Invoices are due Net thirty (30) days upon receipt, unless otherwise stated in the proposal or quote. Late payments incur a fixed interest charge at the applicable rate of the overdue amount. mazi4u.com reserves the right to suspend services without notice in the event of non-payment.
Debt Recovery
- Invoices are due Net thirty (30) days upon receipt, unless otherwise stated in the proposal or quote. Late payments incur a fixed interest charge at the applicable rate of the overdue amount. mazi4u.com reserves the right to suspend services without notice in the event of non-payment.
International Considerations
- Clients are responsible for any withholding taxes or legal compliance costs in their jurisdiction. mazi4u.com must receive the invoiced amount in full.
Non-Solicitation of Personnel
- Both parties agree not to hire or directly contract with any Mazi4U personnel involved in the project for a period of 12 months following the conclusion of the engagement, without written consent.
Service Delivery
- Services are provided using professional diligence and reasonable care and skill. While we are committed to quality and meeting timeframes, mazi4u.com cannot be held liable for third-party claims or for outcomes outside its direct control.
Claims Procedure
- All claims regarding services or deliverables must be submitted in writing to mazi4u.com’s registered office within thirty (30) days of delivery.
Odoo and other Implementation Services
- Prices exclude customizations unless explicitly mentioned.
- Only standard features of the selected Odoo version are included.
- Unexpected issues in pre-existing databases will incur time/material charges.
Odoo and other 3rd Party Licensing Disclaimer
- Mazi4U does not resell Odoo licenses. Clients are responsible for direct purchase from Odoo S.A. License costs are quoted separately to ensure transparency.
- Mazi4U may or may not receive a commission from Odoo S.A as per the official partner agreement.
- This may hold true with other 3rd Party licenses as well.
Use of Tools, Methods & Innovations
- Mazi4U retains ownership of general-purpose tools and methods created during engagements, provided they are not client-specific, do not include client data, or are not contractually commissioned IP.
Acceptance of Deliverables
- Deliverables must be reviewed within 10 working days. If no feedback is provided or if deliverables are used, they are considered accepted.
Phased Implementation Model
- Projects may be delivered in structured phases with agreed milestones, timelines, and acceptance criteria. Changes may be incorporated through mutual roadmap adjustments.
Ownership & Intellectual Property
- Client owns IP developed specifically for them; Mazi4U retains rights to Background IP and reusable components. Licensing for client-specific assets requires full payment.
Progress Reporting
- Mazi4U shall provide progress reporting using a mutually agreed standard format, which may include—without limitation—monthly reports, timesheets, or milestone-based summaries. Such reports may highlight deliverables achieved, forthcoming steps, identified risks, and pending items requiring Client decisions. In the absence of an explicit written request from the Client specifying a preferred reporting method, Mazi4U reserves the right to unilaterally determine the format and frequency of such reports.
- Where applicable, specific progress reporting requirements may be stipulated in the description of individual products or services, and those terms shall take precedence.
Client Delays & Readiness
- The timely and effective execution of services by Mazi4U is contingent upon the Client’s active cooperation and readiness to engage. Delays arising from the Client’s failure to provide timely input, follow guidance, attend scheduled sessions, or ensure appropriate preparedness may result in additional charges at Mazi4U’s discretion.
- Mazi4U may, upon request, provide reasonable assistance to the Client in defining business and technical requirements. However, the accuracy, completeness, and applicability of such requirements remain the sole responsibility of the Client. Mazi4U assumes no liability for outcomes resulting from erroneous, incomplete, or misaligned requirements provided or validated by the Client.
Risk Management & Liability
- The limitations on liability set forth in this agreement shall not apply to the extent prohibited by law, including for liability arising from fraud, willful misconduct, or gross negligence on the part of Mazi4U.
- Mazi4U delivers services using professional diligence but cannot guarantee specific outcomes. Projects involve uncertainty and require active client collaboration to manage risk.
Dispute Resolution
- In the event of a dispute, both parties agree to attempt resolution through informal negotiation. If unresolved, the dispute may be referred to mediation before pursuing legal remedies. If mediation fails, the matter may be referred to arbitration or the courts of Cyprus, subject to the Governing Law clause.
Termination
- Either party may terminate the agreement with thirty (30) days’ written notice, without cause. Upon termination:
- The client shall pay for all services delivered up to the termination date.
- Mazi4U will deliver all completed work and any work-in-progress deliverables that are reasonably usable.
- Any obligations relating to payments, confidentiality, intellectual property, or indemnification shall survive termination.
- Mazi4U also reserves the right to terminate the engagement immediately if:
- The client materially breaches the agreement and fails to remedy the breach within 10 working days after written notice.
- The client fails to make payments as agreed.
Governing Law
- This agreement shall be governed by and construed in accordance with the laws of the Republic of Cyprus.
Amendments
- No changes to these Terms & Conditions are valid unless agreed in writing by both parties.
Entire Agreement
These Terms, together with any signed proposal or custom agreement, constitute the entire agreement between the parties. They supersede all prior communications, understandings, or agreements, whether oral or written.