A strong project.
A clear agreement.

1.1.Sole proprietor Marchenko Volodymyr Ihorovych, trading as iSoft Ukraine and operating isoft.com.ua (the Contractor), offers individuals and legal entities (Customers) an agreement for website development. This offer applies together with the agreed terms of reference and Ukrainian law, including the Civil Code provisions on forming contracts.

1.2.Payment for an agreed order after reviewing this offer constitutes acceptance unless the parties agree on another way of concluding the contract. Scope, price and timing are agreed before payment. Sending a contact form enquiry alone does not create a paid order.

2.1.The Contractor develops a website with the scope and features defined in the terms of reference (the Specification). The agreed Specification forms part of the contract.

2.2.The Customer provides the information and conditions needed for the work, accepts the agreed deliverables and pays for them under the contract.

3.1.Milestones and deadlines are defined in the Specification. Work begins after the agreed advance payment and all required materials are received, unless otherwise agreed in writing.

3.2.Late payment, materials, approvals or required third-party services may affect the schedule. The Contractor explains the reason and revised dates. The delay may be followed by a restart period of no more than 10 working days.

4.1.The Contractor delivers work that meets the agreed Specification, contract and written amendments.

4.2.The Contractor may engage specialists and remains responsible for their work under the contract. Confidentiality and data-protection requirements also apply to them.

4.3.The Contractor develops and agrees on the Specification with the Customer before carrying out the relevant work.

4.4.Confidential information received from the Customer is used to perform the contract and is not disclosed without a valid basis.

4.5.Time spent waiting for Customer materials or decisions is taken into account when revising deadlines under section 3.

4.6.If the Customer’s failure to meet an obligation prevents progress, the Contractor may postpone or pause the affected stage and explain the reason.

4.7.If, following a reasoned notice, the Customer does not resolve problems with materials, documentation or instructions within a reasonable time, the Contractor may withdraw on the grounds and through the procedure permitted by law and the contract.

4.8.Deliverables are transferred in the agreed format and documented by an acceptance certificate or another properly agreed document.

5.1.Before the relevant stage begins, the Customer supplies the required materials and information in the formats and through the channels agreed in the Specification.

5.2.The Customer participates in preparing the Specification and confirms the agreed scope.

5.3.The Customer pays for and accepts deliverables within the agreed timeframes and fulfils the other contractual obligations.

5.4.The Customer keeps confidential the Contractor’s non-public information received during the engagement.

5.5.Work outside the agreed Specification is ordered separately. Its scope, price and effect on deadlines are agreed in writing before it is performed.

6.1.Fees are based on the agreed Specification and recorded in the order documents.

6.2.Amounts and due dates for subsequent stages follow the agreed payment schedule.

6.3.The standard advance payment is 50% of the project price unless the Specification provides otherwise. Work may remain on hold until funds are received. The start date also depends on the availability of materials under clause 3.1.

6.4.Failure to follow the payment schedule may lead to suspension of services after notice to the Customer.

6.5.If performance becomes impossible due to the Customer’s fault, settlement takes account of the Contractor’s actual documented costs and applicable law.

6.6.If performance becomes impossible for reasons for which neither party is responsible, including force majeure, the Contractor returns the advance payment. The timing and procedure are agreed in writing in accordance with the law.

6.7.After full payment, warranty service is provided only for the scope and period expressly agreed in the Specification.

7.1.The parties keep non-public contract information, materials and working processes confidential. Disclosure is permitted with written consent, where needed to perform the contract with appropriate protection, or in response to a lawful request from an authorised body. Publicly available information is excluded. Personal data is also handled under the privacy policy.

8.1.The parties are responsible for breaches under the contract and Ukrainian law. This offer does not restrict rights that cannot legally be limited.

8.2.Disputes are first addressed through negotiation. If no agreement is reached, the competent court considers the dispute under the jurisdiction rules established by law.

8.3.Rights to the work created for the Customer transfer after full payment and delivery of the agreed materials and access, to the extent set out in the contract. Third-party components, fonts, libraries and assets remain subject to their licences. Access credentials are delivered through an agreed secure channel.

8.4.The Customer is responsible for the legality and usage rights of the text, images, audio, video and other materials they supply. Each party is responsible for materials it independently introduces into the project.

8.5.Rights to the website and deliverables are governed by Ukrainian law and the agreed transfer terms.

9.1.The contract is concluded when this offer is accepted under clause 1.2.

9.2.A revised offer applies to orders agreed after it is published. Existing contracts retain their accepted terms unless the parties agree otherwise in writing or the law requires a change.

9.3.The parties may end the contract early by mutual agreement and record the handover and financial settlement in writing.

9.4.The Customer may initiate termination before completion. Seven calendar days’ written notice is intended to organise handover, insofar as this does not conflict with a statutory right to withdraw. Settlement considers completed work, documented costs and other amounts properly due under the law and contract. The advance is not treated as automatically non-refundable; any balance is determined through reconciliation.

9.5.Where properly completed work exceeds the advance paid, an agreed outstanding balance is payable within 3 working days after the acceptance certificate is signed or properly accepted. The scope, prices and basis of calculation must be supported.

10.1.After the agreed work is completed, the parties prepare an acceptance certificate. Documents may be exchanged through an agreed electronic channel, Ukrposhta or Nova Poshta.

10.2.Within 3 working days of confirmed receipt of the deliverables and certificate, the Customer signs it or provides specific comments against the Specification. Acceptance without comments applies only through an agreed, lawful procedure and does not remove mandatory rights concerning defective work.

11.1.Extraordinary and unavoidable circumstances may release a party from liability for breaches they directly cause. Examples include natural disasters, hostilities, epidemics and binding government decisions. Their effect on the specific obligation must be demonstrated.

11.2.The affected party gives notice within 7 days where objectively possible and supplies appropriate evidence, including a certificate from an authorised chamber of commerce. If it cannot obtain the document within that period, the parties agree when it will be supplied.

11.3.If the circumstances continue for more than 3 months, the parties address termination, handover and settlement, taking clause 6.6 into account. Properly due financial claims do not automatically disappear.

12.1.Changes to an individual order are agreed in writing, including through an addendum.

12.2.Material Customer requirements are recorded in the Specification. Unspecified technical details are implemented professionally in line with the agreed purpose and mandatory quality requirements.

12.3.Arrangements beyond the agreed scope are recorded in a written amendment to the contract or Specification.

12.4.The parties use agreed email addresses. Important communications are acknowledged by reply or another agreed method. The legal effect and signing of electronic documents follow applicable law and the parties’ arrangements.

12.5.A credit link on the website and display of the project in a portfolio are agreed with the Customer, taking confidentiality and asset rights into account.

12.6.The Contractor may research market examples while respecting intellectual property and without copying protected material without permission.

12.7.Work is performed independently. Meetings, demonstrations and collaborative sessions are arranged separately.

12.8.Project decisions are agreed with the Customer’s authorised representatives named in the Specification.

12.9.If an idea is unlawful, technically unfeasible or outside the Specification, the Contractor explains the limitation and agrees on an alternative or scope change.

12.10.Feedback should identify a specific departure from agreed requirements or a requested change. New requirements are assessed separately.

12.11.Late content may require a revised schedule or agreed temporary assets. It does not authorise the use of arbitrary internet content without a suitable licence or permission.

12.12.The agreed final version is delivered to the Customer. Additional concepts, drafts and other materials are transferred only as separately agreed, while third-party rights remain in place.

12.13.An invalid provision does not invalidate the remaining terms where the law permits them to stand. Mandatory legal provisions prevail over conflicting contractual terms.