Terms and Conditions

1. Introduction

Welcome to Digilance Infotech (“Company,” “we,” “our,” or “us”).

These Terms and Conditions govern your access to and use of our website, services, and related business communications.

By accessing our website, submitting an inquiry, requesting a quotation, or engaging our services, you agree to these Terms and Conditions to the extent applicable to your use of our website or services.

If you do not agree with these Terms and Conditions, please discontinue use of our website and services.

2. Our Services

Digilance Infotech provides software development and information technology services, which may include:

• Website design and development.
• WordPress and WooCommerce development.
• Custom web application and Laravel development.
• E-commerce solutions and integrations.
• API development and third-party integrations.
• Website maintenance, troubleshooting, and technical support.
• Cloud infrastructure setup, deployment, and server management.
• Software consulting and other related IT services.

The exact scope of each project will be defined in a separate quotation, proposal, statement of work, service agreement, or other written confirmation accepted by both parties.

Any service not expressly included in the agreed scope may require a separate quotation, additional charges, or an adjusted timeline.

3. Quotations and Project Agreements

Quotations and proposals are based on the requirements and information available at the time they are prepared.

Unless otherwise specified in writing:

• Quotations are valid for the period stated in the quotation.
• Project commencement is subject to acceptance of the proposal and completion of any agreed initial payment.
• Deliverables, milestones, estimated timelines, and payment terms will be specified in the applicable project agreement or quotation.

Any changes to the agreed scope may affect the project cost and delivery schedule.

Verbal discussions do not override the final written agreement unless the parties subsequently confirm the change in writing.

Where a signed agreement or accepted quotation contains terms that conflict with these general Terms and Conditions, the specific agreement will prevail for that project to the extent of the conflict.

4. Client Responsibilities

Clients agree to:

• Provide accurate project requirements, instructions, and relevant information.
• Supply required content, images, credentials, licenses, and other materials in a timely manner.
• Ensure they have the necessary rights and permissions to use materials supplied to us.
• Review designs, development milestones, and deliverables within the agreed review period.
• Provide feedback, approvals, and decisions reasonably necessary for project completion.
• Make payments according to the agreed payment schedule.
• Maintain appropriate backups and access controls for their systems unless these responsibilities are expressly included in our services.

Delays caused by missing information, delayed approvals, unavailable third-party access, or other client-side dependencies may result in revised timelines and, where applicable, additional costs.

5. Pricing and Payment Terms

Project fees, recurring service charges, applicable taxes, and payment schedules will be specified in the relevant quotation, invoice, or written agreement.

Unless otherwise agreed in writing:

• Payments must be made according to the agreed milestones and due dates.
• Applicable taxes will be charged in accordance with the law and the terms of the quotation or invoice.
• Additional work outside the agreed scope may be charged separately.
• Third-party fees, including hosting, domain registration, premium plugins, software licenses, API usage, and subscription charges, are excluded unless expressly included in the quotation.

Work may be paused after reasonable notice if an undisputed payment remains overdue, subject to the applicable agreement and law.

Any late payment charges, if applicable, must be agreed in writing and comply with applicable law.

6. Project Timelines and Delivery

Project timelines are estimates based on the agreed scope, availability of resources, client cooperation, and third-party dependencies.

We will make reasonable efforts to meet the agreed milestones. However, delivery dates may change due to:

• Changes in project requirements.
• Delays in receiving content, feedback, or approvals.
• Third-party service interruptions or platform changes.
• Infrastructure or hosting issues outside our reasonable control.
• Events beyond our reasonable control.

We will communicate material delays where reasonably practicable and work with the client to establish revised timelines.

7. Changes and Additional Work

Requests that fall outside the agreed scope, including additional features, design revisions beyond the agreed allowance, integrations, or changes to approved requirements, may be treated as additional work.

Before proceeding with material additional work, we may provide a revised quotation, cost estimate, or timeline for approval.

We are not required to undertake additional work until the parties have agreed on the applicable scope, cost, and schedule.

8. Intellectual Property Rights

Unless otherwise agreed in writing:

• The client retains ownership of materials, content, trademarks, and intellectual property supplied by the client.
• Third-party software, themes, plugins, libraries, fonts, and other licensed materials remain subject to their respective license terms.
• Ownership and permitted use of custom-developed deliverables will be governed by the applicable project agreement.

Where full ownership transfer is agreed, that transfer will take effect subject to the payment and other conditions specified in the agreement.

We retain ownership of our pre-existing tools, reusable components, development methods, frameworks, and general know-how, subject to any rights expressly granted to the client.

We will not knowingly incorporate materials into a project in a manner that violates applicable intellectual property rights.

9. Confidentiality

Both parties may receive confidential information while working together.

Each party agrees to take reasonable measures to protect the other party's confidential information and use it only for the purposes of the relevant business relationship, subject to applicable law and the agreed project terms.

Confidential information does not include information that is publicly available through no breach of confidentiality, already lawfully known to the receiving party, independently developed, or lawfully received from another source without a confidentiality restriction.

Any additional confidentiality obligations, including non-disclosure agreements, will apply according to their terms.

10. Third-Party Services and Software

Our projects may depend on third-party products or services, including hosting providers, domain registrars, payment gateways, APIs, cloud platforms, plugins, themes, and external software.

Such services are subject to the relevant provider's terms, pricing, availability, and policies.

Unless expressly agreed otherwise, we are not responsible for third-party outages, discontinued services, price changes, policy changes, security incidents originating within third-party systems, or modifications made by third-party providers.

We may assist with third-party issues where included in the agreed scope or separately arranged.

11. Website Maintenance and Support

Maintenance, updates, monitoring, backups, security checks, and technical support are included only where expressly specified in a quotation, subscription, or service agreement.

Unless otherwise agreed, the completion of a development project does not automatically include ongoing maintenance or unlimited technical support.

Support response times, service hours, included revisions, maintenance periods, and service-level commitments will be governed by the applicable agreement.

12. Security and Data Protection

We take reasonable steps to protect information and systems handled during the provision of our services.

However, no software, website, server, or internet-connected system can be guaranteed to be completely secure or uninterrupted.

Clients remain responsible for their own legal obligations relating to the data they collect and process, including obtaining required permissions, providing privacy notices, managing user access, and complying with applicable data protection requirements, except to the extent specific responsibilities are expressly assigned to us in writing.

Our handling of personal information is also described in our Privacy Policy.

13. Testing, Review, and Acceptance

Where applicable, clients are responsible for reviewing deliverables and testing functionality against the agreed requirements.

The project agreement or quotation may specify review periods, acceptance criteria, defect correction procedures, and the process for reporting issues.

Any deemed-acceptance provision must be expressly stated in the applicable agreement. Acceptance of a deliverable does not remove any rights or remedies that cannot lawfully be excluded.

14. Cancellation and Termination

Either party may terminate a project or service in accordance with the applicable written agreement.

If no specific termination terms have been agreed, the parties should communicate their intention to terminate in writing and reasonably cooperate to settle outstanding obligations.

Upon termination:

• The client must pay for completed work, approved milestones, and other amounts properly due under the agreement.
• Any refund will be determined by the agreed payment and cancellation terms and applicable law.
• The parties will arrange the handover of paid-for deliverables and relevant materials in accordance with the agreement.
• Any rights, payment obligations, confidentiality duties, or other provisions intended to survive termination will continue as applicable.

We may suspend or terminate services where legally justified, including for material breach, unlawful activity, or persistent non-payment, subject to applicable contractual requirements and law.

15. Limitation of Liability

To the extent permitted by applicable law, Digilance Infotech shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, or business opportunities, arising from the use of our website or services.

Our aggregate liability for a project shall not exceed the fees paid by the client for that project, except where liability cannot be limited or excluded under applicable law.