DRAG
DRAG
Please read these Terms and Conditions ("Terms," "Terms and Conditions") carefully before using the mobile application development services provided by SmitApps ("we," "us," or "our").
By engaging us for mobile application development services, you ("Client," "You," or "Your") agree to be bound by these Terms. If you disagree with any part of the terms, you may not access or use our Services.
SmitApps specializes in the development of custom mobile applications for the SmitApps industry. Our services include, but are not limited to:
The specific scope of work, deliverables, timelines, and payment terms for each project will be outlined in a separate, mutually agreed-upon "Statement of Work" (SOW) or "Service Agreement." In the event of a conflict between these Terms and an SOW, the SOW shall prevail regarding the specific project details.
You agree to:
Upon full and final payment of all fees due for a project, and subject to any third-party licenses for components used, the intellectual property rights (including copyrights and any other proprietary rights) in the custom software, code, and design elements specifically developed by SmitApps for your project under the SOW shall be transferred to and become the sole property of the Client.
These Terms do not transfer ownership of any pre-existing tools, methodologies, frameworks, generic code libraries, or intellectual property owned by SmitApps that may be used or incorporated into the developed application. We grant you a non-exclusive, non-transferable, royalty-free license to use such components solely as integrated into the final application developed for you.
The developed application may incorporate third-party open-source or commercial components, libraries, or APIs. Your use of such components will be subject to their respective licenses and terms. We will endeavor to inform you of significant third-party components and their associated licenses.
Both parties agree to keep confidential all non-public information disclosed by the other party during the course of the engagement, including but not limited to business plans, technical specifications, financial information, and client data. This obligation of confidentiality shall survive the termination of these Terms.
We warrant that the Services will be performed in a professional and workmanlike manner, in accordance with generally accepted industry standards. We will use reasonable efforts to ensure that the developed application substantially conforms to the specifications outlined in the SOW after final delivery ("Warranty Period"). If any non-conformity is identified during the Warranty Period, we will, at our sole discretion, either correct the non-conformity or provide a refund for the portion of the Services related to the non-conforming part.
EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS AND THE APPLICABLE SOW, SmitApps MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE APPLICATION WILL BE ERROR-FREE, UNINTERRUPTED, OR MEET ALL OF YOUR SPECIFIC REQUIREMENTS BEYOND THOSE EXPRESSLY STATED IN THE SOW.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SmitApps BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES; (C) ANY CONTENT OBTAINED FROM THE SERVICES; AND (D) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
You agree to indemnify and hold harmless SmitApps and its officers, directors, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, or debt, and expenses (including but not limited to attorney's fees) arising from: (a) your use of and access to the Services; (b) your violation of any term of these Terms; (c) your violation of any third-party right, including without limitation any copyright, property, or privacy right; or (d) any claim that your content caused damage to a third party.
Either party may terminate a specific SOW or these Terms if the other party materially breaches any of its obligations hereunder and fails to cure such breach within [Number] days after receiving written notice thereof.
Upon termination, you shall pay for all Services rendered up to the date of termination. Sections related to Intellectual Property, Confidentiality, Warranties and Disclaimers, Limitation of Liability, Indemnification, Governing Law, and General Provisions shall survive termination.
These Terms shall be governed and construed in accordance with the laws of India, without regard to its conflict of law provisions.
Any dispute arising out of or relating to these Terms or the Services shall be resolved through good faith negotiations between the parties. If the parties are unable to resolve the dispute through negotiation, they agree to first attempt to resolve the dispute through mediation facilitated by a mutually agreed-upon mediator.