Terms & Conditions

1. Scope of Work

HyperDigital ("Service Provider") agrees to render services as detailed in the approved proposal, which include, but are not limited to:

• Website Development
• Application Development
• SaaS Solutions
• Digital Marketing Services (including SEO, social media management, and lead generation)

Any services beyond the approved scope shall require a separate written agreement, with associated fees agreed upon by both parties.

2. Payment Terms

Fees and Adjustments:

The total fee for the project is specified in the proposal. Adjustments to the fee may occur only upon mutual written consent in the event of project modifications or expansions.

Payment Schedule:

• An initial deposit of 50% of the total project cost is due upon signing this Agreement.
• A subsequent 30% is payable at the midway point of the project as per the project timeline.
• The remaining 20% is due upon project completion and final approval of deliverables.

Late Payments:

Invoices must be remitted within 15 business days of issuance. Overdue amounts shall incur a monthly penalty of 5% on the outstanding balance.

Refund Policy:

Payments rendered for completed project phases are non-refundable. Refunds shall be considered solely in circumstances where HyperDigital fails to deliver the agreed-upon work, and only after demonstrable evidence of fault by the Service Provider.

3. Project Timeline

Commencement:

The project shall commence upon receipt of the initial deposit.

Completion:

HyperDigital will endeavor to meet the deadlines stipulated in the project timeline, contingent upon the Client's timely provision of required feedback, approvals, and content.

Delay Adjustments:

Should delays arise due to Client actions or inactions, HyperDigital reserves the right to modify the project schedule accordingly, without any imposition of penalties.

4. Client Responsibilities

• Content Submission: The Client shall provide all necessary text, images, and other relevant content promptly to avoid any delays in project delivery.
• Feedback & Approvals: The Client is obligated to review and provide approvals for deliverables within five (5) business days. Non-response within this period will be construed as acceptance of the deliverable.
• Communication: The Client agrees to maintain regular communication and furnish timely feedback to facilitate the smooth progression of the project.

5. Revisions

Included Revisions:

The Service Provider shall include up to three (3) rounds of revisions at no additional charge.

Additional Revisions:

Any revision requests exceeding the included rounds shall be billed at a pre-agreed hourly rate.

Substantial Changes:

Substantial modifications that alter the project's scope, structure, or functionality after final deliverable approval shall necessitate a new agreement and incur additional charges.

6. Intellectual Property Rights

Ownership:

Upon receipt of full payment, the Client shall acquire ownership of the final deliverables, including all websites, applications, and marketing materials developed.

Third-Party Assets:

Any third-party materials (e.g., software, plugins, fonts) incorporated into the project will be licensed to the Client strictly in accordance with the respective vendor's terms.

Portfolio and Promotional Rights:

HyperDigital reserves the right to display the project in its portfolio, case studies, or other promotional media unless the Client provides a written objection prior to publication.

7. Confidentiality

Both parties shall maintain the confidentiality of all proprietary and sensitive information exchanged throughout the project. This includes, but is not limited to, business strategies, financial records, trade secrets, and technical processes. Breach of confidentiality shall be subject to legal remedies at the discretion of the non-breaching party.

8. Account Ownership and Credentials

Account Ownership:

Any digital accounts created by HyperDigital on behalf of the Client (e.g., social media profiles, SaaS platforms) shall remain the property of HyperDigital. The Client is granted a non-transferable right to use these accounts under the conditions set forth herein.

Credential Management:

HyperDigital reserves the right to manage, modify, or revoke access credentials (usernames, passwords, etc.) without prior notice, to protect the integrity of the platform, the Client's interests, or the interests of third parties.

Modifications and Termination:

HyperDigital may, at its sole discretion, modify, restrict, or terminate access to any account or content related to the project. The Service Provider shall not be liable for any data or business loss resulting from such actions.

9. Warranty and Limitation of Liability

Workmanship Warranty:

HyperDigital warrants that the delivered work shall conform to industry standards. Any technical defects or bugs identified within thirty (30) days post-completion will be rectified at no additional cost.

Limitation of Liability:

Except in cases of demonstrable negligence, HyperDigital shall not be liable for any consequential damages, loss of profits, or data losses arising from the use of the deliverables. The aggregate liability of HyperDigital shall not exceed the total project fee.

10. Termination

Client Termination:

The Client may terminate this Agreement by providing fifteen (15) days' written notice. The Client remains liable for payment for all work completed up to the termination date.

Service Provider Termination:

HyperDigital reserves the right to terminate this Agreement immediately in the event of non-payment, material breach of the terms, or sustained unresponsiveness from the Client. In such instances, the Service Provider will provide written notice prior to termination, where feasible.

11. Governing Law and Jurisdiction

This Agreement shall be governed by, and construed in accordance with, the laws of India. All disputes arising from or in connection with this Agreement shall be exclusively resolved through mediation or arbitration in Kolkata, West Bengal, and the parties consent to the jurisdiction of the courts in Kolkata.

12. Entire Agreement

This Agreement, along with the approved proposal and any subsequent written amendments, constitutes the entire understanding between HyperDigital and the Client. Any modifications or waivers must be in writing and signed by both parties to be effective.