Welcome to osmyka.com. These Terms of Service ("Terms") constitute a legally binding agreement between OSMYKA OÜ ("Company", "we", "us", or "our") and any individual or entity ("Client", "User", or "you") accessing or utilizing our website, custom web applications, tailored CRM platforms, SaaS booking engines, APIs, and managed cloud infrastructure services (collectively, the "Services").

By browsing our website, requesting a consultation, or entering into an agreement with Osmyka OÜ, you acknowledge that you have read, understood, and agreed to be bound by these Terms.

1. Services Offered

Osmyka OÜ provides tailored engineering, cloud hosting, and automation solutions:

• Turnkey Business Websites: Fast, bespoke landing pages, portals, and web tools for auto repair shops and service SMBs.
• Custom CRM & ERP Systems: Lean shop management pipelines, repair stage tracking, parts inventory, and work order workflows.
• Online Booking Engines: Real-time booking platforms (e.g. AutoBook Engine) with bay availability and automated customer notifications.
• Managed Hosting & Ongoing Support: Secure database operations, automated backups, 99.9% uptime monitoring, and direct engineering support.

2. Statements of Work and Individual Contracts

For custom engineering and bespoke system deployment, specific deliverables, timelines, milestones, pricing, and Service Level Agreements (SLAs) are defined in separate written Statements of Work (SOW) or Commercial Offers signed between Osmyka OÜ and the Client. In the event of any conflict between these general Terms and an individual SOW, the specific SOW shall prevail.

3. Acceptable Use and Client Obligations

You agree to use our Services solely for lawful purposes. You shall not:

• Reverse engineer, decompile, or disassemble proprietary source code or system architecture without explicit written authorization.
• Compromise, disrupt, or probe the vulnerability of our servers, networks, APIs, or database clusters.
• Transmit malicious code, mass automated scrapers, spam, or unlawful and defamatory material.
• Resell, sublicense, or rent access to proprietary platforms to unauthorized third parties without prior written consent.

4. Intellectual Property Rights

• Company IP: Osmyka OÜ retains all right, title, and interest in and to our core platforms, foundational frameworks, UI components, designs, documentation, and registered marks.
• Client Deliverables: Upon full payment of all agreed development fees, ownership of bespoke code and customizations developed specifically for the Client shall transfer to the Client as specified in the applicable Statement of Work.
• Open-Source Modules: Standalone open-source components (e.g., MIT, Apache 2.0) integrated into projects remain subject to their respective open-source licenses.
• Client Data: The Client retains full ownership of all data, customer records, and vehicle work orders entered into the software. The Client grants Osmyka OÜ a limited technical license to host and process such data solely to deliver the Services.

5. Fees, Billing, and Taxes

• Pricing: All development fees, setup costs, and subscription plans are stated in Euros (€ / EUR).
• Taxes: All fees are stated exclusive of Value Added Tax (VAT). If Osmyka OÜ becomes registered for VAT in Estonia, VAT will be calculated and applied pursuant to Estonian tax legislation and EU B2B reverse-charge rules.
• Payment Terms: Invoices are payable within fourteen (14) calendar days from the invoice date, unless otherwise agreed in writing. Late payments may accrue statutory interest pursuant to § 113 of the Estonian Law of Obligations Act (Võlaõigusseadus).

6. Warranties and Disclaimers

• Professional Care: Osmyka OÜ provides software development and cloud operations with reasonable professional diligence consistent with industry engineering standards.
• Disclaimer: Except as expressly stated in a written contract, our digital demonstration tools, open platforms, and website are provided on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind, either express or implied.

7. Limitation of Liability

• To the maximum extent permitted by Estonian law, neither party shall be liable for indirect, incidental, consequential, or special damages, or for loss of profits, data, revenue, or business interruption.
• Except in cases of gross negligence (raske hooletus) or intentional misconduct (tahtlus), the total aggregate liability of Osmyka OÜ shall not exceed the total amount actually paid by the Client to Osmyka OÜ for the relevant Service in the three (3) months preceding the event giving rise to liability.

8. Confidentiality & Privacy

Both parties agree to treat all exchanged non-public business, technical, and commercial information as strictly confidential. Personal data processing is governed by our Privacy Policy in compliance with the EU GDPR.

9. Governing Law and Jurisdiction

These Terms and all service contracts are governed by and construed in accordance with the substantive laws of the Republic of Estonia.

Any dispute arising out of or in connection with these Terms shall be resolved through friendly negotiations. If no agreement is reached within thirty (30) days, the dispute shall be submitted to the exclusive jurisdiction of the Harju County Court (Harju Maakohus) in Tallinn, Republic of Estonia.

10. Contact Information

For any questions or legal notices regarding these Terms:

OSMYKA OÜ
Registry code: 17585915
Heina tn 33, Põhja-Tallinna linnaosa, 10412 Tallinn, Estonia
Email: [email protected]
Website: osmyka.com