TERMS AND CONDITIONS

1. ACCEPTANCE OF TERMS

By accessing, browsing, or using the services offered by DevSync Software Solutions (hereinafter referred to as "Company," "We," "Us," or "Our") and/or entering into an agreement with us, you (hereinafter referred to as "Client," "You," or "Your") acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions (hereinafter referred to as "Agreement").

If you do not agree to any part of these terms, you may not use our services. Your continued use of our services constitutes your acceptance of these terms.

These Terms and Conditions apply to all services offered by DevSync Software Solutions, including but not limited to custom website development, web applications, digital marketing services, and SEO services.

2. SERVICES DESCRIPTION

DevSync Software Solutions provides the following services:

2.1 Custom Website Development

• Design and development of responsive, custom websites tailored to Client specifications
• User interface (UI) and user experience (UX) design
• Website maintenance and hosting coordination (if specified in project scope)
• Content management system (CMS) integration

2.2 Web Application Development

• Development of custom web-based applications
• Integration with third-party APIs and services
• Database design and development
• Testing and quality assurance

2.3 Digital Marketing Services

• Social media marketing and management
• Email marketing campaigns
• Content marketing and strategy
• Pay-per-click (PPC) advertising management
• Marketing analytics and reporting

2.4 Search Engine Optimization (SEO) Services

• On-page optimization
• Technical SEO analysis and implementation
• Keyword research and strategy
• Link building and off-page optimization
• SEO audits and reporting

Note: The specific services provided will be as detailed in the Statement of Work (SOW), project proposal, or individual service agreement signed by both parties.

3. USE OF SERVICES

3.1 Permitted Use

Client agrees to use the services provided by Company only for lawful purposes and in accordance with these Terms and Conditions. Client shall not:

1. Use the services in violation of any applicable laws or regulations, including but not limited to the Information Technology Act, 2000, Digital Personal Data Protection Act (DPDP), 2023, and any international laws if applicable;
2. Engage in any conduct that could damage, disable, overburden, or impair the services or Company's systems;
3. Attempt to gain unauthorized access to any portion of the services or systems;
4. Violate intellectual property rights, including but not limited to copyrights, trademarks, patents, or trade secrets of third parties;
5. Engage in spamming, phishing, harassment, or any abusive behavior;
6. Use the services for illegal purposes, including but not limited to fraud, hacking, defamation, or distribution of malicious content;
7. Violate any third-party rights or engage in any illegal activity.

3.2 Compliance

Client agrees to comply with all applicable laws and regulations governing the content provided to Company and the use of services. Client is solely responsible for ensuring that all content, data, and materials provided to Company do not violate any laws or third-party rights.

4. CLIENT RESPONSIBILITIES

4.1 Content and Materials

Client shall be responsible for:

1. Providing all necessary content, text, images, logos, videos, and other materials required for the services in a timely manner;
2. Ensuring that all content provided is original, authorized, and does not violate any third-party intellectual property rights;
3. Providing accurate information and specifications for the project;
4. Obtaining all necessary permissions and licenses for content provided to Company;
5. Ensuring compliance with all applicable laws regarding the content and services.

4.2 Feedback and Approval

Client agrees to:

1. Review deliverables promptly and provide timely feedback;
2. Approve or provide revision requests within the specified timeframe as outlined in the SOW;
3. Make final decisions on content and design elements;
4. Communicate any changes or additional requirements in writing.

4.3 Website Security and Maintenance

Client is responsible for:

1. Maintaining the security of login credentials and access information;
2. Regular backups of website data (unless Company provides this service);
3. Website hosting and domain management (unless otherwise specified);
4. Post-launch maintenance, updates, and support (unless under a maintenance agreement).

4.4 Third-Party Services

Client is responsible for:

1. Obtaining necessary accounts and credentials for third-party platforms (e.g., email, payment gateways, analytics tools);
2. Ensuring compliance with third-party service terms and conditions;
3. Monitoring and maintaining third-party integrations;
4. Paying any fees associated with third-party services.

5. INTELLECTUAL PROPERTY RIGHTS

5.1 Company Ownership

All work product, code, design elements, documentation, and materials created by Company that are not based on Client-provided content shall remain the exclusive property of Company, unless otherwise agreed in writing. This includes but not limited to:

1. Custom code, scripts, and applications developed by Company;
2. Design frameworks, templates, and design methodologies;
3. Documentation and processes;
4. Concepts, ideas, and strategies developed during the project (unless specifically commissioned for Client).

5.2 Client Ownership

Upon full payment of all invoices for the project, Client shall own:

1. Custom website or web application specifically developed for Client;
2. Content provided or created by Client;
3. The right to use the final deliverable for intended purposes.

Important: Client does not own the underlying code, design templates, or reusable components. Company retains the right to reuse such elements in other projects (without disclosing Client's specific information).

5.3 Third-Party Components

Company may use third-party libraries, frameworks, plugins, or open-source software in developing the services. These components are governed by their respective licenses. Client agrees to comply with any applicable license terms for third-party components.

5.4 License Grant

Subject to full payment, Company grants Client a non-exclusive, non-transferable license to use the completed website or application solely for the intended business purposes.

5.5 Limitations

Client shall not:

1. Resell, redistribute, or sublicense the services or deliverables;
2. Reverse-engineer, decompile, or attempt to extract source code;
3. Use the deliverables for purposes other than originally intended;
4. Remove or alter any proprietary notices or credits.

6. PAYMENT TERMS

6.1 Fee Structure

Client agrees to pay the fees as outlined in the project proposal, Statement of Work, or invoice provided by Company. Payment terms shall be as specified in the SOW or upon mutual written agreement.

6.2 Payment Schedule

Unless otherwise specified:

1. A non-refundable deposit or initial payment is required to commence work;
2. Progress or milestone-based payments are due as projects advance;
3. Final payment is due upon project completion and delivery.

6.3 Payment Method

Payment shall be made via:

1. Bank transfer
2. Credit/Debit card
3. Check
4. PayPal or other agreed payment gateway
5. Any other method agreed upon in writing

6.4 Late Payment

If payment is not received within 30 days of the invoice date, Company may:

1. Suspend work on the project;
2. Withhold delivery of final deliverables;
3. Charge interest at 1.5% per month (or the maximum rate permitted by law) on overdue amounts;
4. Recover collection costs and legal fees;
5. Terminate the agreement.

6.5 Additional Costs

Any additional services, revisions beyond the agreed scope, or change requests may incur additional charges. Company will provide a revised estimate before proceeding with additional work.

6.6 No Refunds

All payments are non-refundable unless services are not delivered as specified. However, Client may request a refund if Company is unable to complete the project due to circumstances within Company's control. The refund would be calculated as the remaining balance after deducting hours worked.

7. PROJECT TIMELINE AND DELAYS

7.1 Delivery Timeline

Company shall make reasonable efforts to deliver services by the agreed-upon date as specified in the SOW. However, all timelines are estimates and not guaranteed unless explicitly stated in a signed agreement.

7.2 Factors Beyond Company's Control

Company is not liable for delays caused by:

1. Client delays in providing content, feedback, or approvals;
2. Third-party service delays (hosting providers, APIs, payment gateways);
3. Technical issues or server problems beyond Company's control;
4. Changes to project scope or requirements;
5. Acts of God or unforeseen circumstances.

7.3 Client-Caused Delays

If Client delays in providing necessary materials or approvals, the project timeline shall be extended accordingly. Company reserves the right to adjust the delivery date.

7.4 Scope Changes

Any changes to the project scope must be documented in writing and may result in timeline and cost adjustments.

8. CONFIDENTIALITY

8.1 Confidential Information

Both parties agree to maintain the confidentiality of any proprietary, sensitive, or confidential information shared during the engagement, including but not limited to:

1. Business plans, strategies, and financial information;
2. Technical specifications and implementation details;
3. Client data and customer information;
4. Passwords and access credentials;
5. Trade secrets and proprietary processes.

8.2 Permitted Disclosure

Confidential information may be disclosed only:

1. To employees or contractors who have a legitimate need to know and are bound by similar confidentiality obligations;
2. As required by law or court order;
3. To protect the rights, safety, or property of either party.

8.3 Exclusions

Confidentiality obligations do not apply to information that is:

1. Already in the public domain (not through breach of this Agreement);
2. Independently developed without reference to the other party's confidential information;
3. Rightfully received from a third party without confidentiality restrictions.

8.4 Portfolio Use

Company may use Client's project as a portfolio example or case study (with Client's permission), displaying the website or describing the work performed without disclosing sensitive client information or business details.

9. DATA PROTECTION AND PRIVACY

9.1 Compliance with Data Protection Laws

Company complies with applicable data protection laws, including:

• Information Technology Act, 2000 (ITA)
• Digital Personal Data Protection Act (DPDP), 2023
• General Data Protection Regulation (GDPR) – for EU user data
• Any other applicable privacy and data protection regulations

9.2 Personal Data Processing

If services involve processing personal data of individuals:

1. Company shall act as a Data Processor as per DPDP requirements;
2. Client is responsible for obtaining necessary consents from data subjects;
3. Company shall implement appropriate security measures to protect personal data;
4. Company shall not use personal data for any purpose other than providing the services;
5. Company shall assist in responding to data subject requests (access, correction, deletion).

9.3 Data Security

Company implements industry-standard security measures including:

1. Encryption of sensitive data in transit and at rest;
2. Secure user authentication mechanisms;
3. Regular security updates and patches;
4. Access controls to limit unauthorized access.

Note: No system is 100% secure. Client acknowledges the inherent risks of online services.

9.4 Data Breach Notification

In the event of a data breach affecting Client or end-user data, Company shall:

1. Notify Client without undue delay;
2. Cooperate in investigating the breach;
3. Provide information necessary for Client to notify affected individuals as required by law.

9.5 Cookies and Tracking

If the website or application uses cookies, analytics, or tracking technologies, Client is responsible for:

1. Displaying appropriate cookie notices;
2. Obtaining user consent as required by law;
3. Maintaining a compliant privacy policy;
4. Complying with the India DPDP and other applicable laws.

9.6 Privacy Policy

Client shall maintain a clear, transparent Privacy Policy on the website that explains:

1. What personal data is collected and why;
2. How personal data is used and protected;
3. Third parties with whom data is shared;
4. User rights regarding their data;
5. Data breach notification procedures.

10. LIMITATION OF LIABILITY

10.1 Disclaimer of Liability

To the maximum extent permitted by law, Company shall not be liable to Client or any third party for:

1. Lost revenues, lost profits, or lost business opportunities;
2. Loss of data, information, or records;
3. Loss of goodwill or reputation;
4. Indirect, incidental, special, consequential, or punitive damages;
5. Business interruption or operational disruptions;
6. Damages arising from unauthorized access or data breaches caused by Client's actions or negligence.

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

10.2 Cap on Liability

Company's total aggregate liability arising out of or relating to this Agreement shall not exceed the total amount of fees paid by Client for the services in the twelve (12) months preceding the claim.

10.3 Website Performance

Client acknowledges that:

1. Website performance depends on multiple factors including hosting, internet connectivity, and browser compatibility;
2. Company is not responsible for third-party service disruptions (hosting providers, CDNs, DNS services);
3. Company is not liable for Client's website uptime, performance, or ranking unless explicitly guaranteed in a separate agreement;
4. Search engine rankings depend on numerous factors beyond Company's control.

10.4 Digital Marketing Results

Company does not guarantee specific results from digital marketing or SEO services. Results depend on multiple variables including:

1. Market conditions and competition;
2. Search engine algorithm changes;
3. Third-party advertising platforms;
4. Client's business, product, and pricing.

Company provides services on an effort-based, best-practices approach.

10.5 Third-Party Content and Links

Company is not liable for:

1. Accuracy or legality of third-party content linked from the website;
2. Viruses, malware, or harmful code from external sources;
3. Performance of third-party services, APIs, or integrations;
4. Issues arising from third-party plugins, extensions, or libraries.

11. INDEMNIFICATION

11.1 Client Indemnification

Client agrees to indemnify, defend, and hold harmless Company and its officers, employees, and agents from any claims, damages, losses, liabilities, and expenses (including reasonable attorney's fees) arising from or related to:

1. Client's breach of this Agreement;
2. Content provided by Client that violates third-party intellectual property rights or applicable laws;
3. Client's use of the services in violation of applicable laws;
4. Client's violation of third-party rights;
5. Claims by third parties regarding Client's business, products, or services.

11.2 Company Indemnification

Company agrees to indemnify Client for claims that the deliverables created by Company (excluding Client-provided content) infringe upon third-party intellectual property rights, provided that Client:

1. Promptly notifies Company of the claim;
2. Allows Company to control the defense and settlement;
3. Cooperates fully in the defense.

12. TERMINATION

12.1 Termination by Client

Client may terminate this Agreement with written notice. However:

1. Client remains liable for all work completed prior to termination;
2. Company may withhold final deliverables until all outstanding invoices are paid;
3. Intellectual property ownership is contingent upon full payment.

12.2 Termination by Company

Company may terminate this Agreement if:

1. Client fails to pay invoices within 30 days of the due date;
2. Client breaches any material term of this Agreement and fails to cure within 14 days of written notice;
3. Client engages in illegal activity or violates these Terms;
4. Continuation becomes impossible due to unforeseen circumstances.

12.3 Effect of Termination

Upon termination:

1. Company shall cease work immediately;
2. Client shall pay for all work completed and materials produced;
3. Company may retain completed work until all payments are received;
4. All confidentiality obligations survive termination.

13. DISCLAIMER OF WARRANTIES

13.1 As-Is Services

The services are provided on an "as-is" and "as-available" basis. Company makes no warranties, express or implied, regarding the services, including:

1. Merchantability – The services are fit for sale or general commercial use;
2. Fitness for a particular purpose – The services will meet Client's specific needs or requirements;
3. Non-infringement – The services do not violate third-party rights (except as stated in Indemnification);
4. Accuracy or completeness – All information provided is accurate or complete;
5. Uninterrupted operation – Services will operate without errors, interruptions, or security vulnerabilities.

13.2 Third-Party Services

Company does not warrant third-party services, plugins, hosting providers, or external platforms. Client uses such services at Client's own risk.

13.3 Search Results

Company does not guarantee specific search engine rankings, traffic increases, or conversion improvements from SEO or digital marketing services. Results depend on numerous uncontrollable factors.

14. MODIFICATION OF TERMS

Company reserves the right to modify these Terms and Conditions at any time. Modifications become effective upon posting to the Company website or upon written notification to Client.

Client's continued use of the services after modifications constitute acceptance of the updated terms.

For material changes, Company will provide at least 30 days' written notice.

15. DISPUTE RESOLUTION

15.1 Informal Resolution

In the event of a dispute, both parties agree to attempt to resolve the matter informally through good-faith negotiation within 30 days of written notice of the dispute.

15.2 Jurisdiction and Governing Law

These Terms and Conditions shall be governed by the laws of Maharashtra, India, without regard to conflict of law principles.

15.3 Arbitration

If informal negotiation fails, disputes shall be resolved through:

1. Arbitration: A single arbitrator shall be mutually selected by both parties. The arbitration shall be conducted in Mumbai, Maharashtra, India, under the Arbitration and Conciliation Act, 1996.
2. Language: The arbitration proceedings shall be conducted in English.
3. Costs: Each party shall bear its own costs unless the arbitrator determines otherwise.

15.4 Exclusions from Arbitration

The following matters are excluded from arbitration and may be brought in a court of law:

1. Intellectual property disputes;
2. Claims for injunctive relief;
3. Urgent claims requiring immediate relief.

15.5 Limitation Period

Any claim arising out of this Agreement must be filed within two (2) years of the cause of action.

16. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of Maharashtra, India, without regard to its conflict of law provisions. Both parties irrevocably submit to the jurisdiction of the courts located in Mumbai, Maharashtra, for any legal proceedings.

17. CONTACT INFORMATION

Company Details

Data Protection Officer / Privacy Inquiry