Terms of Use

These Terms constitute a binding legal agreement between you — whether as a user browsing the Site or as a client engaging the Studio to obtain a service (the "User" or the "Client") — and Karkium. The use of the masculine or the singular is made for convenience only, and the Terms are addressed to every person and gender alike, and to the singular and the plural. The section headings are provided for ease of orientation only and are not to be used to interpret the Terms.

Your acceptance of the Terms is given, whichever is earlier, in one of the following ways: (a) any browsing or use of the Site; (b) approaching the Studio to obtain a price quote or a service; (c) written approval of a price quote, or signing the engagement agreement. In any case of conflict between these Terms and a specific engagement agreement signed between the parties (the "Engagement Agreement"), the provisions of the Engagement Agreement shall prevail with respect to that project.

The following are the definitions of the key terms: "Site" — the website at https://karkium.com/web, together with all of its pages, content and components. "Services" — the design, building, development, e-commerce, organic promotion and maintenance services detailed in Section 2, as specifically defined in the price quote or the Engagement Agreement. "Work Product" — the website, code, designs and files delivered to the Client within the framework of the project.

Further definitions: "Price Quote" — a written and detailed proposal issued by the Studio to the Client, including the description of the work, its scope, timetables and consideration. "Client Content" — any material, text, image, logo, video, database or other information that the Client provides to the Studio for the purpose of performing the Services. "Generic Components" — tools, code libraries, templates, scripts and general methodologies developed by the Studio or licensed from a third party, which are not unique to any particular client.

The Studio provides professional services in the field of website building and digital presence, including: design and development of custom-tailored websites (Custom); e-commerce stores and systems (E-commerce); multilingual websites and right-to-left (RTL) websites; organic search-engine optimization (SEO) sold as professional work accompanied by transparent reporting; and ongoing maintenance, update and support services. The precise scope of the Services in each project shall be set out in the price quote or the Engagement Agreement.

The Studio operates as a remote business only, with no office, branch or physical storefront for receiving the public. The engagement, communication, delivery of materials, interim approvals and delivery of work products are all carried out by digital and remote means (email, calls, online collaboration tools, and the like). By the very act of engaging the Studio, the Client expresses its consent to this manner of working.

The Studio may rely on subcontractors, third-party suppliers and external tools for the purpose of providing the Services, provided that it bears responsibility toward the Client in accordance with these Terms and the Engagement Agreement. Nothing stated on the Site or in the description of the Services shall be construed as an undertaking as to the availability of a particular service, a particular technology or a particular supplier over time.

The Studio reserves the right, in its professional discretion, to decline to accept a project, to make it conditional upon terms, or to terminate an engagement in accordance with the provisions of these Terms and the Engagement Agreement, including in cases of content that is unlawful, offensive, infringing, or that does not accord with the values of the Studio.

The Site does not display fixed prices, and nothing stated on it — whether expressly or by implication — constitutes a binding offer as to price or terms of engagement. Any service description, work sample or marketing text on the Site constitutes general information only, and does not constitute an "offer" within the meaning of the Contracts Law. Pricing is carried out individually for each project.

The consideration in each project is determined solely in a written price quote or in the Engagement Agreement, in accordance with the scope of the work, its complexity, the Client's requirements and the timetables. A price quote shall be valid for the period stated therein, and, in the absence of any other statement — for 14 days from the date it is provided, after which it may change.

A binding engagement is formed only upon the Client's written approval of the price quote (including by email) or upon the signing of the Engagement Agreement, whichever is earlier. Changes to the scope of the work, additions or requirements not included in the original quote (Scope Creep) shall be priced separately and shall require a further written approval before being carried out.

In the absence of any other provision in the Engagement Agreement, the Client's provision of complete and proper materials, the giving of interim approvals on time, and the payment of the installments on their due dates, are conditions for advancing the project and for the Studio's meeting of the timetables; a delay on the part of the Client may extend the timetables proportionately.

The consideration, the payment structure and their due dates shall be set out in the price quote or the Engagement Agreement. It is customary for payment to be made in a number of milestones (Milestones) — including an advance upon commencement of the work, interim payments in accordance with progress, and a final payment before or upon delivery of the work products — all as agreed individually. The Studio may condition final delivery or the go-live upon completion of full payment.

All prices and payments are subject to value added tax (VAT / מע"מ) at its lawful rate, unless expressly stated otherwise, and subject to the Studio's dealer status as it stands at the relevant time. An invoice or receipt shall be issued in accordance with the law. With respect to clients outside Israel, the relevant tax provisions shall apply under the law, including an exemption from or liability for VAT in accordance with the place of provision of the service and the identity of the client.

A delay in payment may lead to the suspension of the work or the service until it is settled, as well as to a charge of lawful linkage differentials and interest. The Studio may withhold delivery of work products or files as long as the full consideration for them has not been paid, subject to the law.

The means of payment, the currency and the clearing terms shall be set out in the price quote. To the extent that payment is made through a clearing provider or an external payment gateway, that provider's terms shall also apply, and the Studio is not responsible for the operation of any such third party.

The engagement may be subject, depending on the circumstances and the identity of the Client, to the provisions of the Consumer Protection Law, 5741-1981 (חוק הגנת הצרכן, התשמ"א-1981) and its regulations, including the provisions concerning a distance-selling transaction and a door-to-door transaction, which grant the consumer, under certain conditions, a right to cancel the transaction within the periods prescribed by law. These provisions apply primarily to a Client who is a "consumer" as defined in the Law, and not necessarily to a business engagement between dealers.

It is clarified that, with respect to services and products that were ordered, designed, built or specially tailored for the Client (custom-tailored work — Custom), the right of cancellation is limited under the law, and this is by reason of the unique nature of a product tailored to the Client, which is not capable of reuse by another. This provision is intended to reflect the exceptions prescribed by law, and nothing in it shall derogate from vested consumer rights under any law.

Should the Client request to cancel the engagement after the commencement of the work, and without derogating from rights under the law, the Client shall bear the consideration for the work actually performed up to the date of cancellation, including work time, components and third-party licenses purchased on its behalf, as well as cancellation fees to the extent permitted by law. Amounts paid for work actually performed shall not be refunded.

A cancellation request shall be provided in writing to the Studio's contact details appearing on the Site. The Studio shall handle the request and effect a refund, to the extent it is obligated under the law, by the original means of payment and within the periods prescribed by law. Nothing in this section constitutes legal advice, and in any case the mandatory (cogent) provisions of the law shall prevail over what is stated here.

Subject to payment of the full consideration and in accordance with the Engagement Agreement, the Client shall receive ownership of the unique work products created for it within the framework of the project, including the source code of the website, as well as ownership of, or a full right to, the domain name registered on its behalf. The Studio does not lock the Client in (No Lock-in): the Client is entitled to transfer the website, the code and the domain to any other provider, subject to settlement of the payments.

Notwithstanding the foregoing, the Studio reserves for itself all rights in the Generic Components, tools, templates, code libraries, methodologies and general know-how that it used for the purpose of providing the Services, and which are not unique to the Client. The Client is granted a non-exclusive right to use them insofar as they are incorporated into the product, but this does not constitute a transfer of ownership in the Generic Components themselves.

Third-party components incorporated into the product (such as templates, fonts, plugins, and open-source or paid code libraries) are subject to the licenses of their owners, and the Client receives in them a right of use in accordance with those licenses only. The Studio shall act to incorporate components under a license suitable for the intended use, but it is not the owner of those components.

Unless agreed otherwise in writing, the Studio may display public works it delivered to the Client, in whole or in part, in its portfolio (Portfolio), on the Site, on social networks and in its marketing materials, including stating the Client's name and a link to the delivered website. A Client who requests that its work not be included in the portfolio may so notify in writing, and its request shall be implemented going forward.

The Client undertakes to provide the Studio, in a timely and orderly manner, with all Client Content and materials required for the performance of the Services (texts, images, logo, specifications, technical access, and the like). The quality of the product, the timetables and the Studio's meeting of its obligations depend on the proper and timely provision of these materials.

The Client declares and undertakes that it is the owner of the Client Content, or the holder of the licenses and rights required to use it, and that its provision to the Studio and its use within the framework of the project do not infringe the rights of any third party, including copyrights, trademarks, privacy, or any law. Responsibility for the Client Content, for its accuracy and for its lawfulness rests with the Client alone.

The User and the Client undertake to use the Site and the Services for lawful purposes only, and to refrain from any offensive, infringing, misleading or unlawful use, including any attempt to penetrate the systems, to overload them, to harm their security, to carry out unlawful reverse engineering, or to infringe the rights of others. It is prohibited to use the Site or the work products for activity prohibited by law.

The Client is responsible for maintaining the confidentiality of the access details, passwords and accounts in its possession, and for independently backing up the content of the website and its data after delivery, unless otherwise agreed within the framework of a maintenance service. The Studio is not responsible for any damage arising from the Client's failure to safeguard access details or to back up data.

The Studio shall perform the Services professionally, skillfully and in accordance with the practice accepted in the field. To the extent that a warranty period (Bug-Fix) for correcting defects in the product has been set in the Engagement Agreement, it shall apply in accordance with the terms and the period stated therein, and shall not apply to changes made by the Client or a third party, to malfunctions in third-party services, or to damage caused otherwise than through the responsibility of the Studio.

As regards organic promotion (SEO): the Studio does not undertake, and cannot undertake, to achieve any particular ranking in the search engines, and in particular it does not promise "first place on Google" or any placement whatsoever. Search rankings are determined by algorithms of third parties (such as Google) that are not within the Studio's control and change from time to time. The promotion services are sold as ongoing professional work accompanied by transparent reporting on the actions performed and their measured results, and not as an undertaking as to results.

The Services, the Site and the work products are provided, to the maximum extent permitted by law and subject to the express warranty in the Engagement Agreement, on the basis of their condition as it is ("AS IS") and according to their availability ("AS AVAILABLE"). The Studio does not undertake that the service will be free of defects, continuous, or immune from security vulnerabilities, and it is not responsible for the business, marketing or economic outcomes of the use of the product.

The Studio is not responsible for the soundness, availability or performance of third-party platforms, services and infrastructure on which the product relies (such as hosting, network, clearing, analytics), and is not responsible for changes that such providers may make to their policies, their interfaces or their pricing.

To the maximum extent permitted under Israeli law, the Studio shall not be liable for any indirect, consequential, special, punitive or incidental damage, including loss of profits, loss of revenue, loss of goodwill, loss of data or loss of business opportunity, arising from the use of the Site, the Services or the work products, or from the inability to use them, even if the Studio was advised of the possibility of such damage occurring.

In any event, and to the maximum extent permitted by law, the aggregate liability of the Studio toward the Client on any cause whatsoever connected with the engagement or the Services shall not exceed the amount of consideration actually paid by the Client to the Studio for the specific service from which the claim arises, in the twelve (12) months preceding the event giving rise to the cause of action.

Nothing in this section shall derogate from the mandatory (cogent) rights of a consumer under any law, or limit liability that is not capable of limitation under law (such as bodily injury caused maliciously or through gross negligence). The limitations of liability reflect the allocation of risks agreed between the parties and the pricing structure of the Services.

The Services and the work products may rely on services, platforms and tools of third parties, including hosting and infrastructure providers (Hosting), clearing and payment gateways, analytics and measurement tools, email services, fonts, maps, embedded media components (such as YouTube) and various plugins. These services are subject to the terms of use and privacy policies of their providers, and the Client is asked to review them.

The Studio does not control third-party services and is not responsible for their availability, their soundness, their security, their prices, or changes that may occur in them. The incorporation of a third-party service into the product does not constitute a recommendation or a guarantee on the part of the Studio, and the use of them is at the Client's responsibility and subject to its direct engagement with the provider, to the extent required.

Ongoing costs of third-party services (such as hosting fees, clearing commissions, paid plugin licenses or a domain) rest with the Client, unless otherwise agreed in writing, and are not included in the consideration for the development work unless expressly stated so in the price quote.

The use of the Site and the Services is subject to the Studio's privacy policy, which forms an integral part of these Terms. The privacy policy sets out what data is collected, how it is used and what rights are available to you in relation to it. Please review the privacy policy linked on the Site.

The Studio attaches importance to making the Site accessible to persons with disabilities and acts in accordance with the provisions of the law, including the Equal Rights for Persons with Disabilities Law, 5758-1998 (חוק שוויון זכויות לאנשים עם מוגבלות, התשנ"ח-1998) and its regulations, and Israeli Standard IS 5568 concerning the accessibility of internet content. Details on the state of accessibility, the accessibility measures and the ways of making contact on the matter appear in the accessibility statement linked on the Site.

A user who encounters difficulty in accessibility or in access to content is invited to contact the Studio via the contact details on the Site, and the Studio shall act to handle the request and to improve accessibility to the extent possible and in accordance with the law.

The Site may make use of cookies (Cookies) and similar measurement and analytics technologies, for the purpose of its proper operation, improving the user experience, information security and statistical learning about the manner of its use. Some of the cookies are essential to the functioning of the Site, and others serve for measurement and analysis.

A full description of the types of cookies, their purposes and the manner of managing the preferences and consents relating to them is found in the Studio's privacy policy. You may manage or restrict cookies through your browser settings, but this may affect the functioning of some of the Site's components.

The Studio may update and amend these Terms from time to time, in its discretion and in accordance with legal, business or technological needs. The updated version shall be published on the Site, and the date of the last update shall be updated at the top of this page. Continued use of the Site or the Services after publication of the update constitutes acceptance of the updated Terms.

It is recommended to review the Terms from time to time. A material change to the Terms shall not apply retroactively to obligations already crystallized in a signed Engagement Agreement, which shall continue to apply according to its terms with respect to that project.

The Studio may, in its discretion, change, update, add or discontinue content, pages or features on the Site, as well as adapt or discontinue services offered on it, subject to the Client's rights under a valid Engagement Agreement.

Each party may terminate the engagement in accordance with the provisions of the Engagement Agreement and the law. In the absence of any other provision, termination of the engagement shall be effected by reasonable prior written notice, with a settling of accounts for the work actually performed up to the date of termination.

The Studio may terminate the engagement or the provision of the service with immediate effect in the event of a fundamental breach of the Terms or of the Engagement Agreement by the Client, including non-payment, the provision of unlawful or infringing content, misuse of the service, or harm to the Studio or to a third party, all without derogating from any other remedy available to it under the law.

Upon termination of the engagement, and subject to settlement of the full payments, there shall be delivered to the Client the work products and assets to which it is entitled under the Engagement Agreement. Provisions which by their very nature are intended to continue to apply after the termination of the engagement — including intellectual property, limitation of liability, indemnification, governing law and jurisdiction — shall continue in force even after the termination.

The Client undertakes to indemnify and compensate the Studio, its owner and anyone on its behalf, for any damage, loss, expense or payment (including attorneys' fees and reasonable legal costs) caused to them as a result of a claim, demand or proceeding by a third party arising from the Client Content, from a breach of its declarations and obligations under these Terms, from unlawful or infringing use on its part, or from the infringement of the rights of a third party.

The indemnification obligation is subject to the Studio notifying the Client of the claim or demand within a reasonable time, and allowing it, insofar as reasonable in the circumstances, to participate in the defense or in the conduct of the negotiation to settle the proceeding. Nothing in the foregoing shall derogate from the Studio's right to conduct its own defense itself.

The indemnification provisions do not derogate from any other remedy or right available to the Studio under these Terms, under the Engagement Agreement or under any law.

These Terms, the use of the Site and the Services, and the engagement between the parties shall be governed exclusively by the laws of the State of Israel, without the application of their rules of international conflict of laws (choice of law).

Exclusive jurisdiction in any matter relating to these Terms, the Site or the Services shall be vested in the competent courts in Israel only, and the parties consent to their jurisdiction. Nothing in the foregoing shall derogate from the mandatory (cogent) rights of a consumer under law applicable to the place of jurisdiction or to the governing law.

With respect to international clients, the consent to Israeli law and to jurisdiction in Israel constitutes a material term of the engagement, unless expressly agreed otherwise in writing in the Engagement Agreement.

Severability: should any of the provisions of the Terms be found unenforceable or void by a competent tribunal, this shall not affect the validity of the remaining provisions, which shall continue in full force, and the provision that was invalidated shall be interpreted in the manner closest to the intention of the parties and to the maximum extent permitted by law.

Waiver: the Studio's forbearance or delay in exercising any of its rights under these Terms shall not be deemed a waiver of that right or of any other right. A waiver of a right in a particular case shall not constitute a precedent and shall not be taken to indicate a waiver in other cases.

Entire Agreement and Assignment: these Terms, together with the privacy policy, the accessibility statement and the specific Engagement Agreement, constitute the entire agreement between the parties with respect to their subject matter, and supersede any prior representation, understanding or agreement. The Client may not assign its rights and obligations without the Studio's written consent; the Studio may assign its rights and obligations within the framework of a transfer of its business, subject to preserving the Client's rights.

Contact: for any question, request or notice in connection with these Terms, including on matters of cancellation, privacy and accessibility, you may contact the Studio via the contact details appearing on the Site. Karkium's dealer details — the licensed/exempt dealer (עוסק מורשה/פטור) number and the up-to-date means of contact — are set out on the contact page of the Site.