Terms of
service.

These Terms of Service (“Terms”) form a legally binding agreement between you (“Client”, “you”) and Cognimit Technologies LLP (“Cognimit”, “we”, “us”) covering your access to cognimit.com and our product engineering, software development, AI, SaaS, and related technology services.

By accessing our website, engaging our services, or signing a service agreement with us, you agree to these Terms. If you do not agree, do not access the website or use the services.

Cognimit Technologies LLP provides the following professional services.

Product engineering and strategy

• End-to-end product engineering from ideation to launch
• Technology roadmap planning and architecture consulting
• Digital transformation advisory
• Technology stack selection and evaluation
• Product refinement, stabilisation, and scaling

Custom software development

• Enterprise application development
• Legacy system modernisation
• API development and integration
• Cloud-native application development
• Microservices architecture implementation

Mobile and web applications

• Progressive web apps
• Native mobile applications for iOS and Android
• Cross-platform application development
• Responsive web design and development
• E-commerce solutions

AI-powered systems

• AI assistants, chatbots, and intelligent workflows
• Machine learning model development and integration
• AI-driven automation for business processes
• Natural language processing solutions
• Data pipeline engineering and analytics

SaaS solutions

• SaaS product development and architecture
• Multi-tenant platform development
• Subscription management systems
• Product consulting from ideation to launch

Fractional CTO and team augmentation

• On-demand CTO leadership for startups and growing companies
• Technical architecture review and decision-making
• Dedicated developer hiring and team augmentation
• Technology strategy and vendor management

Interface design and digital growth

• User interface and experience design
• Product website design and conversion optimisation
• Brand identity and digital presence strategy
• Search engine optimisation and digital marketing
• Marketing automation and analytics

The scope, deliverables, timeline, and fees for any engagement are set out in a separate service agreement, proposal, or statement of work (“SOW”). Our practice structure is published on the capabilities page.

3.1 Initial consultation

We hold an initial consultation to understand your requirements. It creates no obligation on either party to enter into a service agreement.

3.2 Proposal and statement of work

After the consultation we provide a proposal or SOW setting out:

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

3.3 Agreement execution

Work commences only after:

• Both parties have signed the proposal or SOW
• Any initial payment or deposit has been received
• The Client has provided the necessary information and access

3.4 Project modifications

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

To make delivery possible, the Client agrees to the following.

4.1 Information and access

• Provide accurate, complete, and timely information for the project
• Grant access to systems, platforms, accounts, and resources
• Provide source files, credentials, and documentation as needed
• Name authorised representatives for decisions and approvals

4.2 Timely feedback and approvals

• Review deliverables and give feedback within agreed timelines
• Make timely decisions on project matters
• Give approvals or revisions within the specified review periods
• Respond to communications within a reasonable time

4.3 Cooperation

• Maintain regular communication with the project team
• Attend scheduled meetings and status updates
• Keep key stakeholders available for critical decisions
• Enable collaboration between our team and your internal teams

4.4 Compliance

• Ensure provided content, materials, and information comply with the law
• Obtain the licences, permissions, and rights for content we are asked to use
• Ensure the project does not violate third-party rights or agreements

Delays or additional costs caused by the Client not meeting these responsibilities are the Client’s responsibility.

5.1 Pricing

Fees are specified in the proposal or SOW and may be structured as:

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

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

5.2 Payment schedule

Standard payment terms are:

• Initial deposit: 30–50% of the total project cost on agreement execution
• Milestone payments: as specified in the SOW
• Final payment: on project completion and acceptance
• Recurring services: monthly, or as agreed in advance

5.3 Payment methods

We accept payment by:

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

5.4 Invoicing

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

5.5 Late payments

Late payments are subject to:

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

5.6 Taxes

All fees are exclusive of applicable taxes, including GST. The Client is responsible for all taxes, duties, and government charges except those based on our income. Our GSTIN is 24AAVFC8309B1ZH.

5.7 Expenses

Reasonable out-of-pocket expenses such as travel, accommodation, and third-party services are billed separately with prior approval, unless included in a fixed price.

6.1 Client-provided materials

The Client retains all rights to materials, content, data, and information provided to us, and grants us a non-exclusive licence to use them solely to provide the contracted services.

6.2 Deliverables

On full payment of all fees:

• Custom work product. Ownership of custom-developed software, code, designs, and deliverables created specifically for the Client transfers to the Client.
• Pre-existing materials. We retain ownership of pre-existing code, frameworks, libraries, tools, and methodologies used in the project.
• Licence grant. The Client receives a perpetual, non-exclusive licence to use any pre-existing materials incorporated into the deliverables.

6.3 Third-party components

Deliverables may include third-party components, libraries, or open-source software subject to their own licences. The Client is responsible for compliance with those licences.

6.4 Cognimit materials

We retain all rights to:

• Our methodologies, processes, tools, and frameworks
• Knowledge, techniques, and experience gained during the engagement
• Generalised 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

Both parties agree to keep the other party’s confidential information confidential for 3 years after the engagement ends, and indefinitely for information that qualifies as a trade secret under applicable law.

8.1 Our warranties

We warrant that services are performed in a professional manner consistent with industry standards, and that custom deliverables substantially conform to the agreed specifications for 30 days after delivery (the “Warranty Period”).

8.2 Remedy

During the Warranty Period we correct any non-conforming deliverables at no additional charge. This is the Client’s sole and exclusive remedy.

8.3 Disclaimer

EXCEPT AS EXPRESSLY STATED ABOVE, ALL SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

8.4 Third-party components

We do not warrant third-party software, APIs, hosting services, or open-source components used in deliverables.

9.1 Cap

IN NO EVENT SHALL COGNIMIT’S TOTAL AGGREGATE LIABILITY EXCEED THE TOTAL FEES PAID BY THE CLIENT TO COGNIMIT DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

9.2 Exclusions

IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL.

9.3 Exceptions

The limitations above do not apply to:

• Breach of confidentiality obligations
• Intellectual property infringement
• Wilful misconduct or gross negligence
• Indemnification obligations

10.1 By Client

The Client shall indemnify and hold Cognimit harmless from claims arising from:

• Client-provided content or materials infringing third-party rights
• The Client’s breach of these Terms
• The Client’s violation of applicable law

10.2 By Cognimit

Cognimit shall indemnify the Client from claims that deliverables, excluding Client-provided materials and third-party components, infringe third-party intellectual property rights in India.

10.3 Procedure

The indemnified party must give prompt written notice and reasonable cooperation.

11.1 Termination for convenience

Either party may terminate on 15 days’ written notice.

11.2 Termination for cause

Either party may terminate immediately if the other party:

• Commits a material breach that remains uncured for 15 days after written notice
• Becomes insolvent or files for bankruptcy

11.3 Effect of termination

On termination:

• The Client pays for all work completed and expenses incurred up to the termination date
• Cognimit delivers all completed work product, on full payment
• Each party returns the other’s confidential information
• Provisions that by their nature survive termination continue to apply, including intellectual property, confidentiality, liability, and dispute resolution

11.4 Cancellation and refunds

Cancellation and refund terms are governed by our Cancellation Policy and Refund Policy.

Neither party is liable for delay or failure to perform due to circumstances beyond reasonable control, including natural disasters, pandemics, epidemics, government action or orders, war, terrorism, civil unrest, cyber-attacks, internet or power outages, and failures of third-party service providers. The affected party must notify the other within 5 business days. If the event continues for more than 60 days, either party may terminate without liability.

During the engagement and for 12 months after it completes, neither party shall directly solicit or hire any employee, contractor, or team member of the other party who was involved in the engagement, without prior written consent. This does not apply to general public job postings or unsolicited applications.

14.1 Negotiation

The parties shall first attempt to resolve any dispute through good-faith negotiation within 30 days of written notice.

14.2 Arbitration

If negotiation fails, disputes shall be resolved by binding arbitration under the Arbitration and Conciliation Act, 1996 (India), before a sole arbitrator appointed by mutual agreement, seated in Ahmedabad, Gujarat, India. The language of the arbitration shall be English.

14.3 Governing law

These Terms are governed by and construed in accordance with the laws of India. Subject to the arbitration clause, the courts of Ahmedabad, Gujarat have exclusive jurisdiction.

14.4 Injunctive relief

Nothing in this clause prevents either party from seeking injunctive or equitable relief in any court of competent jurisdiction to protect intellectual property rights or confidential information.

15.1 Acceptable use

You may access and use our website for lawful purposes only.

15.2 Prohibited activities

You shall not:

• Scrape, crawl, or use automated tools to extract data, except search engine indexing
• Attempt to gain unauthorised access to our systems
• Upload malicious code, viruses, or harmful content
• Reverse engineer or decompile any part of the website
• Use the website for any fraudulent or illegal purpose
• Impersonate any person or entity
• Interfere with the operation of the website or other users’ experience

Our website may link to third-party websites and services. We do not endorse, control, or assume responsibility for their content, privacy policies, or practices. Interaction with third-party services is at your own risk and subject to their terms.

We may update or modify these Terms. For material changes we give at least 30 days’ notice by email or through a prominent notice on the website. Continued use of our services after the effective date of a change constitutes acceptance of the updated Terms. The last updated date at the top of this page reflects the most recent revision.

18.1 Severability

If any provision of these Terms is found invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions continue in full force and effect.

18.2 Waiver

Failure to enforce any right or provision is not a waiver of it. Any waiver must be in writing and signed by the waiving party.

18.3 Entire agreement

These Terms, together with applicable SOWs and proposals and our Privacy Policy, Cookie Policy, Cancellation Policy, and Refund Policy, constitute the entire agreement between the parties.

18.4 Assignment

Neither party may assign these Terms without the other party’s prior written consent, except in connection with a merger, acquisition, or sale of substantially all assets.

All legal notices must be in writing and sent to:

• Cognimit: hello@cognimit.com, or the registered office address in clause 20
• Client: the email address provided during the engagement

Email notices are deemed received on the next business day. Notices sent by physical mail are deemed received 5 business days after sending.

Questions about these Terms can be sent to:

• Cognimit Technologies LLP
• Email: hello@cognimit.com
• Phone: +91 93270 57103
• Registered office: Block - A, 606, Prahladnagar Trade Centre, Times of India Press Road, Vejalpur, Ahmedabad 380051, Gujarat, India
• Business hours: Monday to Friday, 10:00–18:00 IST

By engaging our services or using our website, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.