Terms and Conditions

1. Acceptance of Terms

Welcome to Infosware Pvt. Ltd. ("Company," "we," "our," "us"). By accessing our website athttps://infosware.in(the "Site") or using our software development, IT consulting, and related services (collectively, the "Services"), you agree to be bound by these Terms and Conditions ("Terms"). If you do not agree to these Terms, please do not use our Site or Services.

2. Definitions

• "Client" or "You" means the individual or entity using our Services.
• "Services" includes custom software development, web development, mobile app development, CRM/ERP solutions, RFID technology, IoT solutions, digital marketing, and related IT consulting services.
• "Project" means the specific software development or consulting engagement agreed upon between you and Infosware.
• "Deliverables" means the final software, code, documentation, or other materials provided as part of the Services.
• "Confidential Information" means any proprietary information disclosed by either party.

3. Services Description

Infosware provides a range of technology services including but not limited to:

• Custom Software Development
• Web Application Development
• Mobile App Development (iOS, Android, Cross-platform)
• CRM and ERP Solutions
• RFID Technology Integration
• IoT and Embedded Systems Development
• Cloud Solutions and Migration
• Digital Marketing and SEO
• IT Consulting and Support

Specific service details, timelines, and deliverables will be outlined in a separate Statement of Work (SOW) or Project Proposal agreed upon by both parties.

4. Client Responsibilities

To ensure successful project delivery, you agree to:

• Provide accurate and complete project requirements
• Make timely decisions and provide feedback
• Provide necessary access to systems, APIs, and third-party tools
• Assign a point of contact for communication
• Provide content, images, and branding materials when required
• Review deliverables and provide feedback within agreed timeframes
• Pay all fees and charges as outlined in the agreement

5. Intellectual Property Rights

5.1 Ownership of Deliverables

Upon full payment of all fees, you will own the final deliverables specifically developed for you under the project. Infosware retains ownership of:

• Pre-existing tools, libraries, and frameworks
• Generic code components not unique to your project
• Development methodologies and processes

5.2 License to Use

We grant you a non-exclusive, perpetual, royalty-free license to use any pre-existing materials incorporated into your deliverables, solely as part of those deliverables.

5.3 Portfolio Rights

We reserve the right to include your project in our portfolio, case studies, and marketing materials, unless you request confidentiality in writing.

6. Fees and Payment

• Pricing: Fees will be outlined in the project proposal or SOW.
• Payment Terms: Typically, 30-50% advance payment is required before project commencement.
• Invoicing: Invoices are due within 7 days of receipt unless otherwise agreed.
• Late Payments: Late payments may incur interest at 2% per month or the maximum allowed by law.
• Suspension: We reserve the right to suspend work if payments are overdue by 15+ days.
• Taxes: You are responsible for all applicable taxes, duties, and levies.

7. Project Timeline and Delivery

• Estimated timelines are provided in good faith but may be adjusted based on project complexity.
• Delays caused by client feedback, third-party dependencies, or change requests may extend timelines.
• We will provide regular progress updates during the development process.
• Acceptance testing period: 7-14 days after delivery for client review and feedback.

8. Change Requests

Any changes to project scope, requirements, or specifications after work has begun may incur additional fees and timeline adjustments. We will provide a change request form detailing the impact on cost and schedule.

9. Warranties

We warrant that:

• Services will be performed in a professional manner consistent with industry standards.
• Deliverables will substantially conform to agreed specifications for 30 days after delivery.
• We have the right to provide the Services and deliverables.

EXCEPT AS EXPRESSLY PROVIDED, SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL INFOSWARE BE LIABLE FOR:

• Any indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, or business opportunities
• Damages exceeding the total fees paid for the specific project

This limitation applies even if advised of the possibility of such damages.

11. Indemnification

You agree to indemnify and hold Infosware harmless from any claims, damages, or expenses arising from your use of our Services, violation of these Terms, or infringement of third-party rights.

12. Confidentiality

Both parties agree to:

• Protect Confidential Information using reasonable care
• Use Confidential Information only for the purpose of the project
• Not disclose Confidential Information to third parties without consent
• Return or destroy Confidential Information upon request

This obligation survives termination of these Terms for 3 years.

13. Termination

• By Either Party: For material breach not cured within 15 days of notice.
• By Client: At any time with written notice, but fees for work completed are non-refundable.
• By Infosware: For non-payment, insolvency, or violation of these Terms.
• Effect of Termination: Pay all fees due, return Confidential Information, and sections on IP, liability, and confidentiality survive.

14. Website Use Terms

14.1 Acceptable Use

You agree not to:

• Use the Site in any way that violates applicable laws
• Attempt to gain unauthorized access to our systems
• Interfere with the Site's functionality or security
• Transmit malware, viruses, or harmful code
• Scrape, crawl, or copy content without permission
• Impersonate any person or entity

14.2 User Content

Any content you submit through forms or comments must not be illegal, offensive, or infringe on third-party rights. We reserve the right to remove any content at our discretion.

15. Third-Party Links

Our Site may contain links to third-party websites. We are not responsible for their content, terms, or practices. Your use of third-party sites is at your own risk.

16. Force Majeure

Neither party shall be liable for delays or failures in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

17. Governing Law

These Terms shall be governed by and construed in accordance with the laws of India. Any disputes arising under these Terms shall be subject to the exclusive jurisdiction of the courts in Noida, Uttar Pradesh.

18. Dispute Resolution

• Negotiation: Parties shall attempt to resolve disputes through good-faith negotiations.
• Mediation: If negotiation fails, parties may agree to mediation before a mutually acceptable mediator.
• Arbitration: Unresolved disputes may be referred to binding arbitration in Noida as per Indian Arbitration Act.
• Legal Action: Either party may seek injunctive relief in court for IP violations or confidentiality breaches.

19. Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the remaining Terms remain in full force and effect.

20. Entire Agreement

These Terms, together with any SOW, proposals, and other documents incorporated by reference, constitute the entire agreement between you and Infosware regarding your use of our Services, superseding any prior agreements.

21. Changes to Terms

We may update these Terms from time to time. Changes will be posted on this page with an updated "Last Updated" date. Your continued use of our Services after changes constitutes acceptance of the new Terms.