Terms and Conditions

1. Parties and purpose

These Terms and Conditions govern the relationship between Jason Gustavo Bustos Vásquez, national identity card (cédula) 1-1547-0070, domiciled at Urbanización Jesús, Calle 36E, Casa 36E — del Bar El Pará 600 m norte y 600 m oeste, Patalillo (San Antonio), Vázquez de Coronado, San José, 11104, Costa Rica, operating under the trade name KcodeStudio (hereinafter, “the provider”), and the individual or legal entity contracting its services (hereinafter, “the client”).

Requesting a quotation, accepting it in writing or starting the provision of the service implies full acceptance of these conditions, in everything not expressly modified by the accepted quotation or by a specific contract signed between the parties.

2. Services

The provider offers, among others, the following professional services:

• Web development: custom websites and web applications.
• Enterprise software development and process automation.
• SAP consulting and ABAP development.
• Microsoft Azure and Microsoft 365 consulting.
• Progressive web application (PWA) development.
• Development, deployment and operation of conversational assistants, including K-Cita Bot on the WhatsApp Business Platform.

The specific scope of each engagement —features, deliverables, technologies and exclusions— is the one detailed in the accepted quotation. Anything not expressly stated in it is considered out of scope.

3. Quotation and acceptance

Every service is formalised through a quotation issued by the provider, describing the scope, the price, the currency, the payment method and schedule, and the estimated delivery time.

The quotation is valid for the period stated in it. It is deemed accepted when the client confirms it in writing —email or WhatsApp are valid means for this purpose— or when the first agreed payment is made.

Any subsequent change in scope requires written agreement from both parties and may involve an adjustment to the price and the timeline.

4. Client obligations

The client undertakes to:

• Provide, in a timely and truthful manner, the information, content, access and approvals required to carry out the service.
• Designate a contact person with decision-making authority over the project.
• Respond to validation requests within the agreed timeframes; delays in validations shift the delivery schedule proportionally.
• Hold the necessary rights and licences over the materials it provides —texts, images, trademarks, databases— and be answerable for their ownership.
• Supply accurate and complete billing details.
• Make payments under the terms of the accepted quotation.
• Use the deliverables in accordance with the law and with the licences of any third-party components they incorporate.

5. Provider obligations

The provider undertakes to:

• Perform the service with the professional diligence required and in accordance with industry best practices.
• Keep the client informed of the project’s progress.
• Deliver the agreed work within the estimated timeframe, except for causes beyond its control or delays attributable to the client.
• Maintain confidentiality over the client’s information under the terms set out below.
• Issue the corresponding electronic receipts.

6. Prices, payments and electronic invoicing

The price, currency, payment method, payment schedule and refund conditions applicable to each engagement are those stated in the quotation accepted in writing. These general conditions do not set rates: what is agreed in each project’s quotation always prevails.

For each payment received, the provider issues the corresponding electronic receipt —electronic invoice or electronic ticket— in accordance with the electronic invoicing regulations of the Ministerio de Hacienda of Costa Rica, and sends it to the email address indicated by the client. Applicable taxes, in particular value added tax, are applied according to the legislation in force at the time of issue.

A delay in payment entitles the provider to suspend the provision of the service and the delivery of pending work, after notifying the client, until the situation is regularised.

7. Timelines and deliveries

The timeframes indicated in the quotation are estimates based on the agreed scope and on the availability of the client’s information and validations.

Delays caused by force majeure, by failures or changes in third-party services on which the project depends —cloud providers, messaging platforms, gateways, external APIs— or arising from client delays are not considered a breach.

8. Intellectual property

Once the full agreed price has been paid, the client acquires the rights of use over the deliverables developed specifically for it, under the terms set out in the accepted quotation.

Excluded from that assignment are: third-party software and open source components incorporated, which are governed by their respective licences; and the provider’s pre-existing generic tools, libraries, templates and know-how, which it retains and may reuse in other projects without restriction.

Until the price has been paid in full, the provider retains ownership of the deliverables.

Unless the client indicates otherwise, the provider may mention the project and use the client’s name and logo as a commercial reference in its portfolio.

9. Confidentiality

Each party undertakes to maintain the confidentiality of the non-public information it accesses by reason of the relationship —business data, credentials, code, technical and commercial documentation— and not to disclose it or use it for purposes other than performing the service.

This obligation remains in force during the relationship and for three years after its termination. It does not extend to information that is or becomes public without a breach, or that must be disclosed by legal or judicial mandate.

10. Warranty and support

The provider corrects, at no additional cost, defects in the deliverables reported within the warranty period stated in the quotation and attributable to its own work.

Excluded from the warranty are: failures caused by modifications made by the client or by third parties, those arising from changes in external services, those caused by use other than intended, and requests for new features, which are treated as a new engagement.

Ongoing maintenance and support after the warranty period are contracted separately.

11. Limitation of liability

The provider is liable for proven direct damages resulting from a breach attributable to it. Total cumulative liability for any claim arising from an engagement is limited to the amount actually paid by the client for that engagement.

The provider is not liable for loss of profit, revenue, data, business opportunities or reputation, nor for indirect or consequential damages.

Nor is it liable for interruptions, failures or changes in the conditions of third-party services beyond its control, including hosting providers, messaging platforms and external APIs, nor for the client’s use of the deliverables once delivered.

None of these limitations excludes liability for wilful misconduct or the non-waivable rights granted to consumers by Costa Rican legislation.

12. Term and termination

The relationship between the parties is in force from the acceptance of the quotation until the complete delivery of the contracted service and full payment of the price, unless a different term or a recurring service is agreed.

Either party may terminate the relationship early by giving written notice. In that case, the client pays for the work actually performed up to the termination date, according to the evidenced progress, and the provider delivers what has been produced up to that point once that amount has been paid.

The provider may terminate the relationship immediately if the client seriously breaches its payment or cooperation obligations, or requests actions contrary to the law.

The obligations of confidentiality, intellectual property and limitation of liability survive termination.

13. Data protection

The processing of personal data associated with the provision of the service is governed by Costa Rica Law No. 8968 and is detailed in the Privacy Policy. Where performing the engagement involves the provider processing personal data on behalf of the client, the latter acts as controller and the former as processor, with the confidentiality and security obligations set out here.

14. Amendment of these conditions

The provider may update these conditions. The version applicable to each engagement is the one in force on the date the corresponding quotation was accepted; subsequent changes do not affect engagements already accepted.

15. Applicable law and jurisdiction

These conditions are governed by the laws of the Republic of Costa Rica.

The parties submit to the courts of the First Judicial Circuit of San José, Costa Rica, waiving any other jurisdiction, without prejudice to the non-waivable rights of consumers.

If any clause is declared void or unenforceable, the remainder shall retain full validity.

16. Contact

For queries about these conditions: contacto@kcodestudio.com or +506 6406-9541. See also the Legal Notice.