Legal
Terms & Conditions
Last updated: 2026
Notice
TEMPLATE — NOT LEGAL ADVICE. This document is a starting draft for an Israeli boutique software studio. Have an Israeli attorney review and adapt it to your business before relying on it in client engagements.
These Terms & Conditions (the "Terms") govern the engagement between SmartSpot Studio ("Studio", "we", "us") and any individual or entity ("Client", "you") commissioning design, development, or related professional services.
1. Acceptance
Engaging the Studio for any service, signing a quote/proposal, or paying any invoice constitutes acceptance of these Terms in full. If you do not agree, do not engage the Studio.
2. Services
We provide bespoke strategy, design, software development, and related professional services. The exact scope, deliverables, timeline, and price for any specific engagement are defined in the quote or statement of work ("SOW") issued by us and accepted by you in writing (including via our client portal).
3. Quotes & Acceptance
Quotes are valid for 30 days from issue unless otherwise stated. Acceptance occurs when you click "Accept" in the portal, return a signed copy, or pay the deposit. Any change to scope after acceptance requires a written change order with revised price and timeline.
4. Fees, VAT & Payment
Fees are denominated in the currency stated on the quote (default: ILS or USD). All fees are exclusive of Israeli VAT (currently 17%), which will be added where applicable. Payment is due per the installment schedule on the quote. Where no schedule is specified, invoices are payable within 14 days of issue (Net-14). Overdue invoices accrue interest at the maximum rate permitted by Israeli law (Adjudication of Interest and Linkage Law, 5721-1961).
5. Refunds & Cancellation
Deposits paid upon acceptance are non-refundable, as work commences immediately. If the engagement is cancelled by either party, you remain liable for all work performed up to the cancellation date, calculated on a stage-completion basis as recorded in the client portal; any balance previously paid for unstarted work is refunded within 30 days. No refund is available for completed milestones that have been delivered and approved, or for stages signed off in the portal. Note: B2B custom software development services are not subject to the consumer-protection cooling-off period under Israeli Consumer Protection Law, 5741-1981.
6. Intellectual Property
Upon full payment of all fees due, all rights, title, and interest in custom deliverables created exclusively for you transfer to you. We retain ownership of (a) pre-existing know-how, tools, and frameworks used in the engagement, (b) generic components and code patterns, and (c) the right to display non-confidential portions of the work in our portfolio with reasonable discretion. Third-party libraries and assets retain their respective open-source or commercial licenses; you are responsible for compliance with those terms.
7. Client Responsibilities
You agree to (a) provide timely feedback, content, approvals, credentials, and access to existing systems as needed; (b) ensure that any content or assets you provide do not infringe third-party rights; (c) designate a single primary point of contact for decisions; and (d) review and sign off on milestones within 7 business days of presentation. Delays caused by unresponsive feedback may extend the timeline and may incur additional fees.
8. Warranty & Bug Fixes
We warrant that deliverables will substantially conform to the specifications in the SOW at the time of launch. For 30 days following launch, we will fix at no additional charge any defects materially deviating from the SOW. This warranty does not cover: (a) new features or scope changes, (b) issues caused by third-party services, hosting, or content you control, (c) modifications made by you or third parties after launch, or (d) hosting / maintenance unless under a separate retainer.
9. Limitation of Liability
To the maximum extent permitted by Israeli law, the Studio's total aggregate liability arising from or related to the engagement, regardless of legal theory, shall not exceed the total fees actually paid by you to the Studio in the 12 months preceding the claim. In no event shall the Studio be liable for indirect, incidental, consequential, special, or punitive damages, including lost profits, lost data, or business interruption, even if advised of the possibility.
10. Confidentiality
Each party agrees to keep confidential any non-public information disclosed by the other in connection with the engagement, and to use it solely for purposes of performance under these Terms. Confidentiality obligations survive termination for three (3) years. This clause does not prohibit disclosure required by law or court order, provided reasonable prior notice is given.
11. Privacy & Data
We process personal data in accordance with the Israeli Privacy Protection Law, 5741-1981 and applicable regulations. See our Privacy Policy (when published) for details. Where the engagement involves processing of your end-users' personal data, the parties shall execute a Data Processing Addendum on reasonable terms.
12. Term & Termination
Either party may terminate an engagement upon 14 days' written notice (email or portal message sufficient). Upon termination: (a) you pay for all work performed and approved up to the termination date; (b) we deliver all paid-for work product and source materials; (c) the Studio is released from further performance. Sections 4-13 survive termination.
13. Force Majeure
Neither party is liable for delay or failure to perform caused by events outside its reasonable control, including acts of war, terrorism, natural disasters, governmental restrictions, internet or hosting outages, or epidemics. Affected obligations are suspended for the duration of the event; both parties shall use reasonable efforts to mitigate impact.
14. Governing Law & Jurisdiction
These Terms and any engagement are governed by the laws of the State of Israel, without regard to conflict-of-laws principles. The competent courts of Tel Aviv-Yafo shall have exclusive jurisdiction over any dispute.
15. Amendments
We may update these Terms from time to time. Material changes will be communicated via email or portal notice. Continued engagement after notice constitutes acceptance of revised Terms. Specific signed SOWs or quotes prevail over conflicting language in these general Terms.
16. Contact
Questions, notices, or disputes: info@smartspot.co.il. We aim to respond within 2 business days.