Terms and Conditions Agreement
Effective Date: May 20, 2018
1. Introduction and Scope of Agreement
This Agreement outlines the terms, responsibilities, and obligations binding Unisoft Technology Studio® and the Client upon the use of our services. Acceptance is confirmed upon use, making all parties accountable without the need for physical signatures.
2. Definitions
This section defines critical terms, including “Client,” “Services,” “Intellectual Property,” and other relevant terms, ensuring clarity throughout the Agreement.
3. Scope of Services
3.1 Services Offered: This section elaborates on the comprehensive suite of services Unisoft Technology Studio® offers, including software design, mobile development, cloud solutions, and consulting.
3.2 Project Deliverables and Timelines: Each service agreement will detail deliverables and associated timelines, mutually agreed upon before service initiation.
3.3 Conditions of Service: Service conditions, including client requirements and project constraints, will be explicitly outlined, emphasizing scope boundaries.
4. Client Obligations
4.1 Information Sharing and Timely Communication: Clients are responsible for providing accurate, complete information and maintaining prompt communication throughout the project.
4.2 Responsibilities in Project Scope Adherence: Clients are expected to adhere to the agreed project scope and guidelines. Modifications requested by the client may incur additional costs.
4.3 Compliance with Guidelines and Procedures: Clients must comply with all procedures and guidelines provided by Unisoft Technology Studio® to ensure optimal project execution.
5. Service Limitations and Exclusions
5.1 Services Not Included in Scope: Services outside the agreed scope will require separate contracts, ensuring transparency in project expectations and costs.
5.2 Responsibility Limitations: Unisoft Technology Studio® will not be liable for damages arising from misuse of services or deviations from the intended purpose.
6. Intellectual Property Rights
6.1 Ownership and Transfer of Intellectual Property: Intellectual property rights, including transfer conditions upon full payment, will be clarified.
6.2 Use of Proprietary Software, Scripts, and Source Code: Ownership of all code, software, and materials produced will remain with Unisoft Technology Studio® unless explicitly transferred under a Technology Transfer Agreement.
7. Confidentiality and Non-Disclosure
7.1 Protection of Confidential Information: Unisoft Technology Studio® will protect all confidential information shared by clients, restricting access to authorized personnel only.
7.2 Client Responsibilities in Data Handling: Clients are expected to maintain the confidentiality of any sensitive information disclosed throughout the project.
8. Payment Terms and Refunds
8.1 Fee Structure and Billing Schedule: The billing schedule and structure, including non-refundable deposits, will be detailed in each project proposal.
8.2 Refund Conditions: Refunds will be conditional upon project status, with advance deposits generally non-refundable to cover initial expenses.
9. Service Levels, Warranties, and Limitations of Liability
9.1 Quality Standards and Service Levels: Unisoft Technology Studio® is committed to delivering services at agreed quality standards, but will not be held liable for errors arising from misuse.
9.2 Exclusions from Liability: Unisoft Technology Studio® limits its liability to direct damages and disclaims any indirect, incidental, or consequential damages.
10. Data Privacy and Data Protection
10.1 Compliance with Privacy Laws: All data management practices will align with the Information Technology Act, 2000, and its amendments, ensuring comprehensive data privacy.
10.2 Client’s Consent to Data Use: Clients consent to the use of their data as per the terms outlined in the Privacy Policy.
11. Compliance with Applicable Law
11.1 Adherence to Local and International Laws: All operations will be compliant with applicable Indian laws and international regulations, when relevant.
11.2 Client Responsibility for Legal Use of Services: Clients assume responsibility for using services in compliance with laws applicable to their industry and location.
12. Dispute Resolution, Governing Law, and Jurisdiction
12.1 Jurisdiction Clauses and Governing Law: This Agreement is governed exclusively by Indian law, with disputes resolved under the jurisdiction of courts in [City, India].
12.2 Arbitration Process and Rules: Disputes that cannot be resolved amicably will proceed to binding arbitration in accordance with the Indian Arbitration and Conciliation Act, 1996.
13. Force Majeure
13.1 Definition and Conditions for Resumption of Service: Unisoft Technology Studio® will not be held liable for delays or failures due to circumstances beyond control, such as natural disasters or government orders.
14. Termination of Agreement
14.1 Client’s Rights for Termination: Clients may terminate the Agreement, provided that written notice is given and all outstanding payments are settled.
14.2 Termination Rights of Unisoft Technology Studio®: Unisoft Technology Studio® may terminate services if the Client violates the Agreement terms, including payment defaults or breaches of confidentiality.
15. Miscellaneous Provisions
15.1 Severability Clause: If any provision of this Agreement is found invalid, the remaining terms will remain in full force and effect.
15.2 Assignment and Transfer Restrictions: Clients may not assign or transfer this Agreement or its rights without written permission from Unisoft Technology Studio®.
16. Amendments and Waivers
16.1 Conditions for Agreement Modification: Any amendments to this Agreement must be in writing and signed by both parties.
17. Entire Agreement
17.1 Integration of All Related Agreements: This Agreement, including any referenced documents, constitutes the entire understanding between Unisoft Technology Studio® and the Client.