Terms of Service

3.1 Initial Consultation

We provide initial consultations to understand your requirements. These consultations do not create any obligation for either party to enter into a service agreement.

3.2 Proposal and Statement of Work

After the initial consultation, we will provide a detailed proposal or SOW outlining:

• Project scope and objectives
• Deliverables and milestones
• Timeline and schedule
• Fees and payment terms
• Acceptance criteria
• Terms and conditions specific to the engagement

3.3 Agreement Execution

Services will commence only after:

• Both parties have signed the proposal or SOW
• Initial payment or deposit has been received (if applicable)
• All necessary information and access have been provided by the Client

3.4 Project Modifications

Any changes to the scope, timeline, or deliverables after agreement execution must be documented in a written change request and approved by both parties. Additional fees may apply for scope changes.

4.1 Information and Access

• Provide accurate, complete, and timely information required for the project
• Grant necessary access to systems, platforms, accounts, and resources
• Provide source files, credentials, documentation, and other materials as needed
• Designate authorized representatives for decision-making and approvals

4.2 Timely Feedback and Approvals

• Review deliverables and provide feedback within agreed timelines
• Make timely decisions on project-related matters
• Provide approvals or revisions within specified review periods
• Respond to communications within reasonable timeframes

4.3 Cooperation

• Maintain regular communication with our project team
• Participate in scheduled meetings and status updates
• Ensure availability of key stakeholders for critical decisions
• Facilitate collaboration between our team and your internal teams

4.4 Compliance

• Ensure all provided content, materials, and information comply with applicable laws
• Obtain necessary licenses, permissions, and rights for content we are asked to use
• Ensure the project does not violate any third-party rights or agreements

5.1 Pricing

Service fees will be specified in the proposal or SOW and may be structured as:

• Fixed price for defined scope
• Time and materials (hourly or daily rates)
• Retainer-based engagement
• Milestone-based payments
• Subscription or recurring fees

All fees are quoted in Indian Rupees (INR) unless otherwise specified.

5.2 Payment Schedule

Standard payment terms include:

• Initial Deposit: 30-50% of total project cost upon agreement execution
• Milestone Payments: As specified in the SOW
• Final Payment: Upon project completion and acceptance
• Recurring Services: Monthly or as agreed in advance

5.3 Payment Methods

We accept payments via:

• Bank transfer (NEFT/RTGS/IMPS)
• UPI
• Online payment gateways
• Cheque (for amounts above ₹50,000)

5.4 Invoicing

Invoices will be issued according to the payment schedule in the SOW. All invoices are payable within 15 days of invoice date unless otherwise agreed.

5.5 Late Payments

Late payments are subject to:

• Interest at the rate of 1.5% per month (18% per annum) on overdue amounts
• Suspension of services until payment is received
• Termination of agreement for payments overdue by more than 30 days

5.6 Taxes

All fees are exclusive of applicable taxes (GST, service tax, etc.). Client is responsible for all taxes, duties, and government charges except those based on our income.

5.7 Expenses

Reasonable out-of-pocket expenses (travel, accommodation, third-party services) will be billed separately with prior approval unless included in the fixed price.

6.1 Client-Provided Materials

The Client retains all rights to materials, content, data, and information provided to us. The Client grants us a non-exclusive license to use such materials solely for providing the contracted services.

6.2 Deliverables

Upon full payment of all fees:

• Custom Work Product: Ownership of custom-developed software, code, designs, and deliverables specifically created for the Client will transfer to the Client
• Pre-existing Materials: We retain ownership of pre-existing code, frameworks, libraries, tools, and methodologies used in the project
• License Grant: Client receives a perpetual, non-exclusive license to use any pre-existing materials incorporated into deliverables

6.3 Third-Party Components

Deliverables may include third-party components, libraries, or open-source software subject to their respective licenses. Client is responsible for compliance with such licenses.

6.4 Cognimit Materials

We retain all rights to:

• Our methodologies, processes, tools, and frameworks
• Knowledge, techniques, and experience gained during the engagement
• Generalized learnings that are not Client-specific

6.5 Portfolio and Marketing

Unless the Client objects in writing, we may:

• List the Client as a client reference
• Display deliverables in our portfolio (with reasonable confidentiality measures)
• Create case studies describing the project (with Client approval of specific details)