Terms & Conditions

Acceptance of Terms

These Terms & Conditions constitute a legally binding agreement between you and Codenerd Development. By accessing our website, requesting a quote, signing a project proposal, or making any payment, you confirm that:

• You are at least 18 years of age or have the legal authority to enter into this agreement on behalf of a business entity.
• You have read, understood, and agree to be bound by these Terms & Conditions.
• You have the authority to bind your organization to these terms if acting on behalf of a company.

Services

Codenerd Development provides a range of digital services including but not limited to:

The specific scope, deliverables, timeline, and pricing for each project are defined in the individual project proposal or service agreement signed by both parties. In case of any conflict, the signed proposal takes precedence over these general terms.

Client Obligations

To ensure successful project delivery, the Client agrees to:

• Provide all required content, assets, credentials, and information in a timely manner as requested by our team.
• Designate a primary point of contact who has the authority to make decisions and provide approvals.
• Review and provide feedback on deliverables within the agreed timeframe (typically 5–7 business days unless otherwise specified).
• Make payments according to the agreed payment schedule.
• Ensure that all content, images, and materials provided to us do not infringe any third-party intellectual property rights.
• Not engage in any activity that could harm our reputation, systems, or other clients.

Payment Terms

All payment terms are outlined in the project proposal. General payment terms are as follows:

• All prices are in Indian Rupees (INR) unless otherwise stated.
• GST (18%) is applicable on all services as per Indian tax regulations.
• Invoices are due within 7 days of issuance unless otherwise agreed.
• Late payments may attract an interest charge of 2% per month on the outstanding amount.
• We reserve the right to pause or suspend work on any project where payment is overdue by more than 14 days.
• Final deliverables, source files, and login credentials will only be released upon receipt of full payment.

Intellectual Property

Client-Owned Content: All content, logos, trademarks, and materials provided by the Client remain the intellectual property of the Client.

Work Product: Upon receipt of full and final payment, the Client is granted full ownership of the custom design and development work created specifically for their project. This includes website designs, custom code, and graphics created exclusively for the Client.

Our Retained Rights: We retain the right to:

• Display completed work in our portfolio, case studies, and marketing materials (unless the Client requests confidentiality in writing).
• Retain ownership of any proprietary frameworks, tools, libraries, or methodologies used in the development process.
• Use third-party open-source components subject to their respective licenses.

Third-Party Assets: Any stock images, fonts, plugins, or themes used in your project are subject to their respective licensing terms. The Client is responsible for ensuring ongoing compliance with these licenses.

Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or sensitive information shared during the course of the project. This includes but is not limited to:

• Business strategies, financial information, and trade secrets
• Login credentials, API keys, and access tokens
• Customer data and personal information
• Unreleased product or service information

This confidentiality obligation survives the termination of the agreement for a period of 3 years. We will never share your confidential information with third parties without your explicit written consent, except as required by law.

Limitation of Liability

To the maximum extent permitted by applicable law, Codenerd Development shall not be liable for:

• Any indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, or business opportunities
• Damages arising from third-party services, hosting outages, or platform changes
• Search engine algorithm changes affecting SEO rankings
• Security breaches caused by Client negligence or third-party attacks

Our total liability to the Client for any claim arising out of or related to our services shall not exceed the total amount paid by the Client for the specific service giving rise to the claim in the 3 months preceding the claim.

Warranties & Disclaimers

We warrant that:

• Services will be performed with reasonable skill and care by qualified professionals.
• Deliverables will substantially conform to the agreed specifications.
• We have the right to provide the services and grant the licenses described herein.

We do not warrant that:

• Our services will achieve specific business outcomes, revenue targets, or search rankings.
• The website or application will be free from all bugs or errors after delivery.
• Third-party services, APIs, or platforms will remain available or unchanged.

Termination

Either party may terminate a project or service agreement under the following conditions:

Indemnification

The Client agrees to indemnify, defend, and hold harmless Codenerd Development, its directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including legal fees) arising from:

• The Client's use of our services in violation of these terms
• Content or materials provided by the Client that infringe third-party rights
• The Client's violation of any applicable laws or regulations
• Any misrepresentation made by the Client

Governing Law & Jurisdiction

These Terms & Conditions are governed by and construed in accordance with the laws of India. Any disputes arising out of or in connection with these terms shall be subject to the exclusive jurisdiction of the courts of Mumbai, Maharashtra, India.

Before initiating any legal proceedings, both parties agree to attempt to resolve disputes through good-faith negotiation for a period of 30 days.

Changes to Terms

We reserve the right to update or modify these Terms & Conditions at any time. Changes will be effective immediately upon posting to our website with an updated "Last Updated" date.

For ongoing projects, the terms in effect at the time of contract signing will apply unless both parties agree in writing to the updated terms. We recommend reviewing these terms periodically.

Contact Us

For any questions regarding these Terms & Conditions, please contact us: