SKADATE CUSTOMIZATION – TERMS OF SERVICE - SkaDate Software and Service Packages

1. General and Acceptance
1.1. This document explains the terms and conditions (hereinafter referred to as “the Terms of Service”) of Customization Services (referred to as “the Service”) provided to you, the Client, (further referred to as “you” or “the Client”) by SkaDate (referred to as “we” or “SkaDate”).
1.2. Prior to using the Service, you must first read, understand, agree to, acknowledge and accept these Terms of Service which serve as the agreement between you and SkaDate on the request for by you, and provision of, SkaDate software customization services by us based on your specific customization requirement(s).
1.3. You understand and expressly agree that SkaDate will consider your payment for, and use of, the Service as the evidence of your agreement to, and acceptance of, the Terms of Service in full. SkaDate provides the Service only under the conditions described below.
1.4. The Term of Service should be read, acknowledged, and accepted in conjunction with the End User License Agreement for the relevant SkaDate product that the customization service is intended for. The copy of the most recent End User License Agreement can be found here: https://www.skadate.com/eula/
2. Customization Requirements
2.1. A prerequisite for your ordering a custom project shall be an existing valid and active SkaDate license that is duly installed and functioning.
2.2. Before the start of a customization project, you agree to take part in formulating clear, detailed requirements for your proposed customization project in close cooperation with a Customization Manager designated for your project.
2.3. Such customization requirements serve as basis for assessment of time needed to implement such requirements, and for preparation of the quote. Further, the finalized customization requirements will serve as performance guidelines for the SkaDate customization experts. Any additional requirements that are not made part of the finalized customization requirements shall be expressly excluded from any consideration or implementation as part of the related customization project.
2.4. As a result of the requirement formalization stage, a Customization Manager shall prepare the final set of requirements in English, and submit it to you for your express approval and confirmation in English as well. Once approved, the final set of requirements shall be used as a basis for all project-related work.
3. System Requirements:
3.1. Unless otherwise specified, the system requirements for customized applications are the same as the product system requirements for the current version of the software active on the day of the customization quote.
3.2. In certain cases, the customization may require additional libraries to be enabled on client’s server, or any other change made to the Client’s server configurations. In such cases, the Customization Manager will notify you of such additional requirements.
3.3. By default, we implement template customizations and fix bugs only for the following browsers/browser versions.
3.4. This list of browsers is subject to change without prior notice if or when additional browser limitations or bugs are discovered.
3.5. For your project to be properly displayed in any other browser, you should explicitly request that your project be compatible with specific versions or types of browsers other than the ones listed under Para 3.3 above. This requirement should be formally included in the formalized requirement list in accordance with Para 2.3 above. In all other cases, requests for additional compatibility beyond the above will be considered a new customization request, and a separate quote will be offered to fulfill such request.
3.6. We are not responsible for, do not fix, find any solutions to, or resolve browser-related display, rendering, or code execution issues, known or unknown bugs, etc. (for example, an RTL bug with IE7). Please contact the browser manufacturer or developers with the appropriate bug report or request to remedy such browser bugs.
4. Customization Request Assessment
4.1. Your customization requirements should contain all the information that accurately describes your needs, including narrative descriptions, pictures and illustrations, supporting drawings, schematics, URLs, etc.
4.2. Upon the receipt of your customization requirements, the Customization Manager shall provide a written acknowledgement of the receipt of your customization requirements via email.
4.3. During the assessment, SkaDate makes an assessment of the cost estimates to implement each individual function and/or feature, or for the entire project. Project cost estimates include all costs associated with the development, testing, minor adjustments, and final delivery of the project, as well as product design and draft delivery for evaluation if specified separately.
4.4. In the event the proposed project is too big or too complex, our Customization Manager will offer to split the project into two or more smaller individual projects. This is necessary to ensure that the project is manageable and all features can be adequately tested and implemented.
4.5. When the project is split into smaller projects, the subsequent project will only start after the final acceptance of the previous project. This is to ensure that all the previously made changes are fully tested and accepted by the customer. The Customization Manager can perform the assessment of the second and subsequent projects while the current project is still in progress in order to expedite the overall project completion.
4.6. Customization request assessment is a free service we provide to existing and potential customers. Being a free service, the process still requires a certain time of our experts to be spent on assessment, thus diverting human resources from other activities.
4.7. Because of that, we reserve the right to refuse to accept any request for free request assessment in times of high workload, or limit a number of free assessments made for a customer who has a history of not purchasing previous customization(s).
4.8. In the event of an urgent request for a quote, or when the final quote has already been issued, but the customer requires an additional assessment to be incorporated into the quote, we may agree to carry out a paid quote assessment. The paid assessment will be performed for a certain quoted non-refundable assessment fee and will start upon the receipt of it by us. The payment will not be considered a down payment for the project to be assessed. As a result, a new quote will be issued or an existing quote will be updated to include the newly accessed functionality.
5. Quote and Payment
5.1. As a result of the customization requirement assessment, SkaDate provides you with the quote. The quote shall contain at a minimum the following information:
5.1.1. Project number and reference to the original ticket that contains finalized customization requirements;
5.1.2. Itemized (whenever possible) cost estimates for each function and/or feature to be implemented in US Dollars;
5.1.3. Total project cost in US Dollars, and any discounts if available;
5.1.4. Payment conditions;
5.1.5. Information about the current position of your project in the customization project queue and estimated project commencement date if project is scheduled today, with project commencement date defined after the payment.
5.1.6. A quote validity period.
5.2. The current project position is determined based on the number of, and the total duration of, all confirmed and scheduled projects in the project queue.
5.3. Your project is tentatively placed at the end of the queue only after the payments for the project (and for the product license, if required) are received in full.
5.4. The snapshot of your website is a key element we require to commence our customization work (see Project Snapshots for details). Upon the receipt of your payment, SkaDate shall request your server access details in order to take your website’s snapshot.
5.5. Once we have the commencement date determined, we will send it to you.
6. Payment Terms
6.1. All payments for projects are made on a 100% prepayment basis. All payments for any customization are final and non-refundable.
6.2. You can order and pay for some or all items priced separately in the quote. Please specify what items you are paying for in the transaction comments area. There are certain features that cannot be broken down into more than one project and will have to be made as part of one project.
6.3. If you decide to split one quote into two or more project, please be advised that we will have to re-assess the quotes for the second and subsequent project segments and add the Project Fee charge to each segment. All the features will be reassessed based on the procedure stipulated in para 4. Customization Request Assessment.
7. Project Snapshots
7.1. A website snapshot is a full copy of your website that we download and use for developing your customization.
7.2. After we have received your payment, we will need you to email us your server access details so that we can take the snapshot.
7.3. Important: Please note that after the snapshot has been taken, you will NOT be able to make changes to your live website. When we install the customizations, they may override your changes.
7.4. Things you CAN modify on your website: can have your website users add/modify/activate/deactivate plugins, register user accounts, accept payments, etc.
7.4.1. Things you CANNOT do: change scripts, templates, alter database structure, adjust or change application settings, or change other core functionality.
7.4.2. If in doubt, please consult your Customization Manager to ascertain that your modifications are not in conflict with the customization in progress.
7.4.3. Important: Please do NOT ask our Support Department to adjust the website at that time. Such support modifications can also conflict with the customization.
7.5. We will not be responsible for any loss of your modifications made after the snapshot has been taken.
7.6. In the event such loss occurs, we will charge a regular customization rate for the time required to attempt to restore the lost functionality of your website. We will also charge for the work required to merge our customization with your modifications, if required.
8. Testing and Bug Fixes
8.1. Unless otherwise expressly requested by you in writing, all customizations will be made only for one theme and language that are set as default when the snapshot is taken.
8.2. Additional theme(s) and/or language(s) have to be made part of the customization requirements. As an option, you can order the customizations to be included in other theme(s) later as a separate project.
8.3. By default, all customization testing is done by SkaDate in-house before the delivery to Client. Otherwise, if applicable and defined during assessment, a draft delivery of the customization is considered to be the installation of the customized SkaDate products on a SkaDate server for the purpose of testing and quality evaluation by the customer.
8.4. You will have several days to complete the testing of the demo version on the Client site or SkaDate servers (if applicable and defined during assessment), and submit all your requests for enhancements and bug fixes. The Customization Manager shall provide you with the deadline. Adhering to the deadline is important because of the time slot that your project feedback is assigned. If the time slot is missed, the work on your feedback will be delayed.
8.5. Make sure you do perform extensive testing and provide SkaDate with the good bug report. If the time allocated to you is not enough, you can request additional time. However, in this case, the final delivery of your project will be delayed, and your project may have to be moved to the end of the existing feedback queue.
8.6. Any bugs/errors/omissions/defects in the demo version should be submitted to SkaDate in a form of the bug report. Each item in the bug report should contain a clear, detailed and specific description of the issue, including URL’s, error codes/messages, problem descriptions, etc.
8.7. If your bug report is not submitted within the prescribed time and/or we do not hear from you, your project will be considered finished and completed. The delivery of the project to the customer will be carried out in accordance with para 10.4 hereof. Any subsequent bug fixes, improvements, etc. will be considered a new project and quoted/paid for separately.
9. Enhancements and Improvements
9.1. You are entitled to a free bug fix and code enhancement/improvement period equal to one-half of the total amount quoted. SkaDate reserves the right to implement only those modifications and improvements that enhance the program functionality identified in the requirements as part of the free period.
9.2. Customization Manager will examine the requested enhancements and identify which of them are related to the customization and which are not. Only customization-related enhancements will be accepted for implementation.
9.3. Any other issue not expressly described or covered in the requirements (new functionality, additional features, substantial, and/or critical changes of the software functionality, changes described as “when I said this, I actually meant that”, etc.) are not considered part of the current customization project and will be made part of the new customization project.
9.4. Such new customization project will follow all the above steps independently from the current project.
10. Delivery
10.1. Customization can be delivered in two ways – via installation of the customization plugin or by applying of the customization patch onto your live website.
10.2. The preferred delivery method is installation of the customization plugin onto your live website. To perform this, you will need to supply our Support with your server access details.
10.3. We will install the customization and ensure your website works properly. The customization is considered to be delivered in full upon the completion of the installation process.
10.4. In certain cases, when the customer is not responding to our requests for feedback and/or server access details, we reserve the right to perform the final delivery via sending the customization plugin to Client through email. The email shall contain all the installation instructions for self-installation of the customizations on your live server as long as the code with any customer feedback duly accepted and incorporated before the customization project is considered finished.
11. Support and Updates
11.1. We provide limited support for customized applications. Our Support Dept will routinely assist you with issues related to default product functionality only as part of the support plan. There is no support for items that are not part of the default product setup and/or functionality. This means that if your problem or issue is related to the customization made to your website, we will be ready to provide support in a form of a separate new customization project that will be scheduled and paid for as the new project.
11.2. For upgrades to customized application, default functional upgrades are not always possible. We cannot ensure that the existing customized code will not conflict with the new products’ features/code. Therefore, we can perform the upgrade to a newer software version only as a customization project.
12. Availability, Refunds and Returns
12.1. We cannot guarantee the availability of quote preparation or customization services for every customer. We make no warranties, either express or implied, that your project will be accepted for customization. Assessments for the purpose of issuing quotes and customization services are provided on the “as available” basis, and the project implementation timeline depends on current product development activities and/or other customization projects, if any.
12.2. You specifically acknowledge and agree that SkaDate provides NO REFUNDS, CHARGEBACKS, or RETURNS of any kind, either partial or full, for any work associated with any customization service or project.
12.3. Failure to comply with the “no refunds” policy shall result in us proceeding with the process of recovering any funds that were taken back notwithstanding the previous clause. You agree that we reserve the right to claim the entire amount of damages caused by the charge back or refund plus all the legal or arbitration fees incurred in the process.
13. Changes and Severability
13.1. SkaDate may from time to time make changes to the current Terms of Service. Please make sure you visit this page and read or re-read hereby Terms of Service before placing the order to ensure you are aware of any changes/modifications, if any.
13.2. This document constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all other communications, whether written or oral, in regards to customizations. Any provision found by a tribunal of competent jurisdiction to be illegal or unenforceable shall be automatically conformed to the minimum requirements of law and all other provisions shall remain in full force and effect. Waiver of any provision hereof in one instance shall not preclude enforcement of it on future occasions. Headings are for reference purposes only and have no substantive effect.