Terms & Conditions
Effective Date: August 1, 2025
1. Service Scope
- Waon Consulting provides subscription-based IT services, primarily focused on Odoo ERP implementation, customization, support, and related digital solutions.
- Services are delivered according to the subscription plan agreed upon with the client.
- Additional custom work outside the agreed plan will be quoted separately.
2. Subscription & Payment
- Subscriptions are billed monthly or annually, depending on the plan selected.
- Payments must be made in advance for the subscribed period.
- Late payments may result in temporary suspension of services until payment is received.
3. Client Responsibilities
- The client agrees to provide accurate and timely information required for Waon Consulting to perform services.
- The client is responsible for their own internet access, hardware, and third-party tools unless otherwise specified in the agreement.
- The client must ensure all data shared with Waon is lawful and does not infringe third-party rights.
4. Waon’s Responsibilities
- Waon Consulting will provide services with reasonable care, skill, and diligence.
- Waon will maintain confidentiality of client data and not disclose it to third parties without consent, except when required by law.
- Waon is not liable for delays or issues caused by factors outside its control (e.g., internet outages, third-party service failures).
5. Service Use Restrictions
- Waon Consulting’s services are provided exclusively for the subscribing client’s own internal business operations.
- Clients are not permitted to resell, sublicense, share, or use Waon’s services on behalf of another company or third party without Waon Consulting’s prior written approval.
- Each subscription is tied to a single legal entity. If services are required for additional companies, separate subscriptions must be purchased.
- Waon Consulting reserves the right to suspend or terminate services if this condition is breached.
6. Intellectual Property & Code Ownership
- All source code, custom modules, scripts, configurations, and related intellectual property developed during the subscription will be jointly owned by Waon Consulting and the Client.
- The jointly owned code is licensed exclusively for use by Waon Consulting and the subscribing Client. It may not be shared, transferred, sublicensed, or granted to any third party—including but not limited to other IT providers, Odoo partners, or contractors—without prior written consent from Waon Consulting.
- Both Waon Consulting and the Client agree that the jointly owned code must remain strictly between the two parties and cannot be disclosed, sold, or made available to any third party under any circumstances, unless explicitly agreed in a separate written agreement.
- Clients are granted a non-exclusive, non-transferable right to use the customizations and solutions delivered strictly for the duration of their active subscription with Waon.
- Upon cancellation of subscription, the client’s right to continue using Waon-developed solutions will be subject to a separate written agreement; otherwise, continued use is not permitted.
7. Limitation of Liability
- Waon Consulting shall not be liable for indirect, incidental, or consequential damages.
- Liability is limited to the amount paid by the client in the last 3 months of subscription fees.