Terms & Conditions

These Terms & Conditions ("Terms") govern all engagements between Alliedworks ("we", "us", "our") and its clients ("you", "Client"). By accepting a written proposal or Statement of Work (SOW), you agree to these Terms.

The specific deliverables, timelines, pricing, and any deviations from these Terms are set out in a written SOW agreed and signed by both parties. In the event of conflict, the SOW takes precedence.

All engagements begin with a written proposal or SOW that defines deliverables, milestones, acceptance criteria, and fees. Proposals are valid for 30 days from the date of issue unless otherwise stated.

Work commences only after a signed SOW and receipt of any upfront payment specified therein. Scope changes must be agreed in writing via a Change Order before work begins. We reserve the right to adjust timelines and fees in proportion to any agreed scope change.

Unless otherwise agreed in the SOW, the default payment schedule is 50% of the project fee due upon signing, with the remaining balance due upon delivery and client acceptance of the final milestone.

Invoices are payable within 14 days of issue. Late payments accrue interest at 1.5% per month (or the maximum rate permitted by law, whichever is lower). We reserve the right to pause or suspend work on accounts that are more than 21 days overdue.

All fees are quoted excluding applicable taxes (including GST). You are responsible for any withholding taxes required by your jurisdiction.

Upon receipt of full and final payment, Alliedworks assigns to you all right, title, and interest in the custom deliverables created specifically for your engagement as described in the SOW.

We retain ownership of all pre-existing intellectual property, frameworks, tools, methodologies, and general know-how developed independently of your engagement. Where we incorporate our pre-existing IP into deliverables, we grant you a perpetual, non-exclusive, royalty-free licence to use it solely as part of the delivered work.

You grant us a limited licence to use your name, logo, and a high-level description of the engagement outcome in our portfolio and marketing materials, unless you request otherwise in writing.

Each party agrees to keep the other's confidential information (including business plans, technical architecture, source code, and financial data) strictly confidential and to use it only for the purposes of the engagement.

Confidential information does not include information that: (a) was already publicly known at the time of disclosure; (b) becomes publicly known through no fault of the receiving party; (c) was independently developed without reference to the disclosed information; or (d) is required to be disclosed by law or court order.

These confidentiality obligations survive for 3 years following the end of the engagement.

We warrant that deliverables will materially conform to the acceptance criteria defined in the SOW at the time of delivery. If a defect is reported within 30 days of final delivery and the defect exists in code delivered by us (not arising from third-party dependencies, your modifications, or infrastructure changes), we will rectify it at no additional charge.

Beyond this 30-day warranty period, ongoing support and bug fixes are treated as a new engagement under a Support & Optimization arrangement.

We do not warrant that software will be error-free in all environments or that it will be compatible with all future versions of third-party services.

Our total aggregate liability to you for any claim arising from or related to an engagement shall not exceed the total fees paid by you to us in the 12 months preceding the claim.

We shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including loss of profits, loss of data, or business interruption, even if we have been advised of the possibility of such damages.

Nothing in these Terms limits liability for fraud, gross negligence, or any liability that cannot be excluded by applicable law.

Either party may terminate an engagement with 14 days' written notice. Upon termination:

– You will pay for all work completed and costs incurred up to the termination date on a pro-rata basis. – We will deliver all completed work product for which payment has been received. – Each party will return or destroy the other's confidential information.

We may terminate immediately and without notice if you materially breach these Terms and fail to remedy the breach within 7 days of written notice.

These Terms are governed by the laws of India. The parties agree to the exclusive jurisdiction of the courts of Bangalore, Karnataka for any dispute arising from or related to these Terms or any engagement.

Before initiating formal proceedings, the parties agree to attempt resolution through good-faith negotiation for a period of 30 days. If unresolved, either party may pursue the dispute through the courts of competent jurisdiction in Bangalore.

These Terms, together with any signed SOW, constitute the entire agreement between the parties and supersede all prior agreements, representations, and understandings relating to the subject matter.

If any provision of these Terms is found to be unenforceable, the remaining provisions continue in full force. Failure to enforce any provision does not constitute waiver.

We may update these Terms from time to time. Material changes will be communicated by updating the effective date. Continued engagement after the effective date of changes constitutes acceptance.