Terms of Use

1. Introduction

Welcome to Deltanoid. These Terms of Use (“Terms”) govern your access to and use of our website, products, and services provided by Deltanoid (“Deltanoid,” “we,” “us,” or “our”). By accessing or using www.deltanoid.in (the “Site”), and by purchasing or engaging with our software, applications, and consultancy services (collectively, the “Services”), you, the user (“Client” or “you”), agree to be bound by these Terms, as well as our Privacy Policy. If you do not agree with these Terms, please refrain from using the Site and our Services.

Contact Information

2. Definitions

Client: Any individual, organization, or business entity engaging Deltanoid’s services.
Services: All consulting, development, advisory, and digital solutions offered by Deltanoid.
Content: All data, text, software, images, graphics, reports, deliverables, methodologies, or materials.
Deliverables: Any output generated by Deltanoid as part of the Services.

3. Eligibility and Compliance

3.1 Eligibility Requirements

You affirm that you are at least 18 years old, or the legal age in your jurisdiction, and have the legal authority to engage in binding contracts.

3.2 Compliance with Laws

You agree to use our Site and Services in compliance with all applicable laws and regulations.

4. Scope of Services

4.1 Service Scope

Deltanoid provides Services based on individual agreements, Statements of Work (SOWs), or written contracts.

4.2 Modifications to Scope

Deltanoid reserves the right to modify the scope of Services if necessary. Additional fees may apply.

5. Client Obligations and Responsibilities

5.1 Provision of Information

The Client agrees to provide Deltanoid with accurate, up-to-date, and complete information necessary for the performance of Services. Deltanoid is not responsible for delays or issues arising from the Client’s failure to provide such information.

5.2 Timely Cooperation

The Client agrees to respond promptly to all communications and requests from Deltanoid, as timely cooperation is essential for project efficiency. Delays caused by Client inaction may impact project timelines and result in additional charges.

5.3 Provision of Resources

The Client shall ensure that all necessary resources, system access, or support are provided to Deltanoid as required to complete the project.

6. Confidentiality and Non-Disclosure

6.1 Confidential Information

Both parties agree to treat as confidential all non-public information exchanged during the course of this Agreement. Each party shall take reasonable precautions to protect the confidentiality of such information.

6.2 Non-Disclosure

Confidential information shall not be disclosed to any third party without written consent from the disclosing party, except when disclosure is required by law or regulatory authority, with prior notice to the disclosing party.

6.3 Duration of Confidentiality

These confidentiality obligations shall continue for a period of five (5) years following the termination or completion of Services or indefinitely as required by applicable law.

7. Intellectual Property Rights and Licensing

7.1 Ownership of Work Product

All intellectual property, including methodologies, tools, software, and systems developed by Deltanoid in performing Services, remains the exclusive property of Deltanoid, regardless of whether deliverables are provided in tangible or digital form.

7.2 Limited License

Deltanoid grants the Client a non-exclusive, non-transferable, revocable license to use deliverables solely for internal business purposes. The Client is strictly prohibited from modifying, distributing, reselling, or commercializing any deliverables without Deltanoid’s prior written approval.

7.3 Client Materials

Any materials or intellectual property provided by the Client remain the Client’s property, provided they are lawfully owned. The Client warrants that it has the legal rights to share any materials needed for Services and indemnifies Deltanoid against third-party claims related to these materials.

8. Fees, Payment Terms, and Financial Obligations

8.1 Payment Obligation

All fees for Services are specified in the relevant SOW, quote, or signed agreement. The Client agrees to pay all fees according to the agreed terms, typically in advance or as per a predefined schedule.

8.2 Late Payment and Penalties

Invoices are due upon receipt unless otherwise specified. Late payments may incur interest at a rate of [X]% per month on the overdue amount. In case of non-payment, Deltanoid reserves the right to suspend Services until the outstanding balance is settled.

8.3 Additional Charges

Additional expenses, such as third-party software licenses, travel costs, or incidental expenses, will be billed to the Client and require Client pre-approval.

9. Acceptable Use and Prohibited Conduct

9.1 Acceptable Use

You agree to use the Site and Services solely for legitimate and lawful purposes and to not engage in any activities that could damage, disable, or impair Deltanoid’s systems or reputation.

9.2 Prohibited Actions

The following actions are strictly prohibited and may result in immediate termination:

  • Unauthorized access or attempted access to any part of the Site or affiliated systems.
  • Circumventing security measures on the Site.
  • Transmitting malicious software, viruses, or harmful code.
  • Using the Site or Services in violation of intellectual property or privacy laws.

10. Data Security and Privacy

10.1 Data Security Commitment

Deltanoid takes commercially reasonable security measures to protect Client data, though absolute data security cannot be guaranteed due to inherent internet risks.

10.2 Privacy Policy

Deltanoid’s collection, use, and disclosure of personal information are governed by our Privacy Policy. By using our Services, you consent to these data practices.

11. Warranties and Disclaimers

11.1 Limited Warranty

Deltanoid warrants that Services will be performed professionally and in accordance with industry standards.

11.2 Disclaimer of Warranties

Except as expressly stated, Deltanoid disclaims all other warranties, express or implied, including those of merchantability, fitness for a particular purpose, and non-infringement.

11.3 No Liability for External Factors

Deltanoid is not liable for delays or issues caused by third-party providers, Client’s systems, or any external factors beyond Deltanoid’s control.

12. Limitation of Liability

12.1 Liability Cap

Deltanoid’s liability is limited to the total fees paid by the Client for the Services that gave rise to the claim.

12.2 Exclusion of Indirect Damages

Deltanoid shall not be liable for indirect, incidental, or consequential damages, including but not limited to loss of profits, data, or business.

13. Indemnification

The Client agrees to indemnify and hold harmless Deltanoid from any claims, losses, or damages arising out of:

  • Client’s use of the Site or Services;
  • Client’s breach of these Terms;
  • Violations of third-party rights, including intellectual property.

14. Termination and Suspension of Services

14.1 Termination by Client

The Client may terminate Services with thirty (30) days’ written notice, subject to payment for all work completed up to the termination date.

14.2 Termination by Deltanoid

Deltanoid reserves the right to suspend or terminate Services if:

  • Client breaches any material term of these Terms;
  • Client engages in unlawful activities;
  • Client fails to pay fees when due.

14.3 Post-Termination Obligations

Upon termination, the Client shall cease all use of Deltanoid’s deliverables and return or destroy any proprietary information.

15. Dispute Resolution and Governing Law

15.1 Governing Law

These Terms shall be governed by the laws of the State of Karnataka, India.

15.2 Binding Arbitration

Disputes arising from these Terms shall be resolved by binding arbitration in Bangalore, Karnataka, India, according to the rules of the Arbitration and Conciliation Act, 1996.

15.3 Legal Fees

The prevailing party in any dispute is entitled to recover attorney’s fees and costs.

16. Force Majeure

Deltanoid shall not be liable for delays or non-performance due to circumstances beyond its reasonable control, including but not limited to natural disasters, strikes, or government actions.

17. Modifications to Terms

Deltanoid reserves the right to modify these Terms at any time. Continued use after modifications signifies acceptance of the updated Terms.

18. Contact Information

For any questions or concerns, please contact us at:

Deltanoid

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