Terms of collaboration

01Parties and agreement

“Studio”, “we”, “us” and “ARKHITAS” mean the ARKHITAS software engineering practice contacted at hello@arkhitas.com and operating from Sparta, Greece. “Client”, “you” and “your” mean the person or legal entity named on the proposal, invoice or signature block.

These Terms, together with the accepted proposal draft (including any written amendments signed or confirmed by both parties), form the entire agreement for that engagement. Marketing pages, conversations and demos do not expand the scope unless they are written into the proposal.

If anything in a proposal conflicts with these Terms, the proposal controls for that engagement only where it expressly says so; otherwise these Terms control.

02Proposal, scope and trust

Our commitment to you is concrete: we build what the accepted proposal draft describes — the features listed there, within the timeline stated there, subject to your timely cooperation and the assumptions written in that draft.

We do not invent extras, and we do not silently drop agreed items. If something cannot be delivered as written because an assumption failed (access denied, data unavailable, third-party API changed, legal constraint discovered), we tell you promptly and agree a written path: revise scope, revise timeline, revise fee, or stop.

The proposal is the source of truth for what “fulfilled” means. Reading these Terms should reassure you that payment unlocks delivery of that promise — not an open-ended workshop with no finish line.

03Fees and payment structure

Unless a proposal states a different schedule in writing, every fixed-fee project is billed as follows: seventy-five percent (75%) of the total project fee as an advance before work starts; twenty-five percent (25%) of the total project fee upon delivery of the agreed work for acceptance.

Invoices are due as stated on the invoice. Late payment may pause work, withhold releases, and delay the timeline by at least as many days as the payment is late, without liability for that delay.

Prices are as quoted in the proposal. Taxes, bank fees, app-store fees, cloud hosting, third-party licences and paid APIs are extra unless the proposal says they are included.

Time-and-materials or retainer work, if offered, follows the rates and billing cycle in that proposal and remains subject to these Terms where applicable.

04No go-live without full payment

Production go-live, public launch, transfer of production credentials, final source handover where applicable, and removal of any staging or Studio-controlled gates happen only after the project fee has been paid in full.

Until then, the Studio may keep the work on staging, behind access control, or otherwise not publicly live. That is not a penalty for curiosity — it is how we finish engagements cleanly: you receive a working system because the commercial loop is closed.

Partial use in staging for review does not waive the balance or create a right to production deployment.

05Deposits are non-refundable if you change your mind

The seventy-five percent (75%) advance is a project deposit. It is non-refundable if you cancel, postpone indefinitely, or otherwise change your mind after payment — including for convenience, internal politics, budget reallocation, or a decision to use another vendor.

The rationale behind this is operational, not punitive. Accepting your project means we reserve engineering capacity, decline or defer other paid work for that window, and begin paid effort (architecture, setup, discovery follow-through, environments, and early build). That capacity cannot be sold twice. A refund-on-whim rule would force us to overbook or undercommit — both of which harm clients who stay the course.

If we cancel the engagement for our convenience without cause, or we materially fail to perform the agreed proposal and do not cure within a reasonable written period, unused advance value attributable to undelivered work will be refunded or credited as appropriate after accounting for work already performed in good faith.

Chargebacks initiated without a genuine billing dispute after work has started are a breach; we may recover fees, costs and the value of work performed.

06Changes, extras and additional cost

Anything beyond the pre-agreed proposal — new features, redesigned flows, extra integrations, new platforms, content migration not listed, urgent re-prioritisation, or scope you describe as “small” after kickoff — is a change request.

Change requests are estimated in writing. Work on them starts only after you accept the estimate (and any timeline impact). Additional cost and schedule movement are normal and expected when the ask grows; they are how we keep the original promise honest instead of absorbing infinite extras into a fixed fee.

Verbal “quick favours” do not amend the proposal. Email or written confirmation from both sides does.

07Timeline and client cooperation

Timelines in the proposal assume you provide access, content, decisions, feedback and approvals within the intervals we specify (or within a reasonable time if none is stated). Delays on your side move the end date accordingly.

If feedback cycles stall for more than fourteen (14) consecutive days without agreement to pause, we may re-quote remaining work or treat the project as paused; resumed work may require a new schedule and, where capacity was released, a restart fee stated in writing.

Force majeure, third-party outages, app-store review, and legal holds outside our control can also move dates without breach.

08Acceptance

Deliverables are accepted when they materially conform to the proposal, or when you use them in production with our consent, or when five (5) business days pass after we notify you that delivery is ready for acceptance and you raise no specific, written non-conformity against the proposal.

Cosmetic preferences and new ideas are not non-conformities. Defects against the agreed scope are; we will remedy them as part of the engagement.

09Intellectual property

Upon full payment of the project fee, and except for Studio tools, libraries, know-how, templates and third-party components, you receive ownership of or a perpetual licence to use the custom deliverables created uniquely for you under the proposal, as the proposal specifies.

Until full payment, all such custom work remains the Studio’s property and is licensed to you only for evaluation on staging. Third-party and open-source components keep their own licences; we will not pretend we can transfer what we do not own.

Our name, mark, portfolio rights and the right to describe the engagement at a high level (unless you require written confidentiality that forbids it) remain ours.

10Client materials and credentials

You warrant that you have the rights to materials, data and accounts you provide, and that instructing us to use them does not violate law or third-party rights.

You keep responsibility for your production secrets, user data compliance, and lawful use of the finished system. We process credentials only to perform the engagement and follow reasonable security practice; we are not your Data Protection Officer unless a separate agreement says so.

11Warranty and disclaimer

We warrant that we will perform the services with reasonable skill and care consistent with a professional software studio, and that accepted deliverables will materially match the proposal for thirty (30) days after acceptance as to defects reported in writing (excluding new scope, third-party failures, your modifications, and misuse).

Except as expressly stated, the work is provided without other warranties — including implied warranties of merchantability, fitness for a particular purpose, or uninterrupted error-free operation. AI systems involve model and data uncertainty; outcomes depend on inputs, tooling and the environment we jointly control.

12Limitation of liability

To the maximum extent permitted by applicable law, the Studio’s total aggregate liability arising out of or related to an engagement is limited to the fees you actually paid us for that engagement in the three (3) months before the claim.

We are not liable for indirect, incidental, special, consequential, exemplary or punitive damages; lost profits, revenue, goodwill or data; or business interruption — whether or not advised of the possibility — except where liability cannot be limited under Greek law (for example, intentional misconduct or other non-waivable liability).

This clause allocates risk so fixed-fee builds remain possible. If you require higher liability caps, they must be priced and written into the proposal before kickoff.

13Confidentiality

Each party will keep confidential non-public information received from the other and use it only to perform the engagement, except for information that is public, independently developed, or required to be disclosed by law (with notice where lawful).

Obligations survive for three (3) years after the engagement ends, and longer for trade secrets while they remain secret.

14Termination

Either party may terminate for material breach if the breach is not cured within fourteen (14) days after written notice (or immediately if cure is impossible).

You may terminate for convenience after the advance is paid; the advance remains non-refundable as set out above, and any unpaid fees for work performed beyond what the advance already covered become due. We may terminate for convenience before kickoff; after kickoff we will not terminate for mere convenience except by refunding unused advance value after work already performed, as described in the deposits section.

On termination we will deliver work-in-progress as then exists once outstanding amounts are settled, subject to IP and go-live rules.

15Publicity

Unless you opt out in writing, we may name you and describe the project at a high level in our portfolio. We will not disclose your confidential internals.

16Governing law and disputes

These Terms and any engagement are governed by the laws of the Hellenic Republic, without regard to conflict-of-law rules.

Courts of competent jurisdiction in Greece shall have exclusive jurisdiction, without prejudice to mandatory consumer protections if you qualify as a consumer under applicable law.

Before filing suit, both parties will attempt in good faith to resolve disputes by senior email negotiation for at least fifteen (15) days.

17General

If a clause is held unenforceable, the rest remains in force. Failure to enforce a right once is not a waiver. You may not assign the agreement without our written consent; we may assign to a successor of our practice. Notices go to the emails used for the proposal and hello@arkhitas.com.

These Terms may be updated for future engagements; the version linked from arkhitas.com on the date you accept a proposal applies to that proposal unless the proposal attaches a frozen copy.