1.1. Project Agreement:

The final scope, pricing, timeline, and deliverables for any paid project will be defined exclusively in a separate, written Service Agreement or Statement of Work (SOW), which, once executed, shall supersede these general Terms.

1.2. Estimates:

Any time or cost estimates provided through our project calculator, initial consultations, or proposals are preliminary and subject to change upon detailed requirements analysis and technical specification.

2.1. Ownership Transfer:

Upon full and final payment for the Services, all intellectual property rights in the Deliverables created specifically for you (e.g., custom source code, unique design assets) shall be transferred to you, the Client.

2.2. Pre-Existing IP & Tools:

We retain ownership of all intellectual property rights in any pre-existing code, libraries, software tools, frameworks, and generic know-how utilized in the development of the Deliverables. We grant you a perpetual, non-exclusive, non-transferable, royalty-free license to use such pre-existing IP solely as required to operate the Deliverables.

2.3. Client Materials:

You warrant that you own or have the necessary rights to all content and materials (logos, text, images, etc.) provided to us for use in the project. You agree to indemnify us against any claim arising from the use of such materials.

3.1. Billing:

Fees will be determined as set forth in the executed SOW.

3.2. Late Payment:

We reserve the right to halt work, withhold delivery of any code or deliverables, and charge interest on overdue amounts if payment is not received by the due date specified in the invoice.

3.3. Taxes:

All fees are exclusive of applicable taxes, which shall be your responsibility.

4.1. General Confidentiality:

Both parties agree to keep confidential all non-public information, including trade secrets, business plans, and source code, disclosed during the course of the engagement.

4.2. NDA Request:

If you request an NDA via our contact form, we will provide our standard Non-Disclosure Agreement document for execution before discussing sensitive project details.

5.1. Limited Warranty:

We warrant that the Deliverables will substantially conform to the specifications outlined in the final SOW for a period (e typically 30 days) following acceptance (the "Warranty Period"). This warranty does not cover issues arising from third-party software, modifications made by you, or unforeseen changes in operating environments.

5.2. LIMITATION OF LIABILITY:

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL devit BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, DATA, OR USE) ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE. Our total liability for any claim shall not exceed the total amount paid by you to us for the specific Services giving rise to the claim.

Either party may terminate the Services if the other party materially breaches these Terms or the SOW and fails to cure such breach within thirty (30) days of receiving written notice. Upon termination, you agree to immediately pay all outstanding fees for work completed up to the date of termination.

These Terms shall be governed by and construed in accordance with the laws of India, without regard to its conflict of law principles.

These Terms, along with any executed SOW, constitute the entire agreement between you and us concerning the Services and supersede all prior or contemporaneous agreements, written or oral.