Terms of Service

1. Agreement to these terms

These Terms of Service ("Terms") are an agreement between you and Sdesizns Technologies Pvt. Ltd., trading as Smart Desizns ("we", "us"). By using smartdesizns.com, submitting an enquiry, or engaging us for services or products, you accept these Terms. Where we sign a separate written agreement with you — a proposal, statement of work (SOW), master services agreement or licence agreement — that document prevails over these Terms to the extent of any conflict.

2. Service engagements

Our design, development and consulting services are delivered under a written proposal or SOW that defines scope, deliverables, timeline and fees. The general model:

• Work begins after written acceptance of the proposal and receipt of any agreed advance.
• Estimates and timelines assume timely client input; delays in feedback, content or approvals extend timelines accordingly.
• Changes outside the agreed scope are quoted separately before we build them — no surprise invoices.
• Deliverables go through an agreed review and acceptance window; feedback within that window is included in the scope.

3. Client responsibilities

You agree to provide accurate project information, timely feedback, and any content, credentials or third-party accounts (app stores, hosting, domains, payment gateways) needed for the engagement. You confirm that materials you supply — text, images, logos, data — do not infringe anyone else's rights, and you are responsible for the legality of your own business, product and content in the markets where you operate.

4. Payment terms

Fees, currency, milestones and payment schedule are set in each proposal or invoice. Unless agreed otherwise in writing:

• engagements are billed against milestones or on a monthly retainer, with an advance to begin work;
• invoices are payable by the due date stated on the invoice;
• amounts are exclusive of applicable taxes (such as GST), which are added where required;
• we may pause work on accounts with overdue invoices after written notice;
• advances cover work already scheduled and are non-refundable once that work has begun, except as stated in the applicable SOW.

5. Intellectual property

For custom development engagements: upon full payment of all fees due, ownership of the bespoke deliverables created specifically for you — source code, designs, documentation — transfers to you on delivery. Until full payment, deliverables remain our property and are provided under a limited evaluation licence.

We retain ownership of our pre-existing materials — internal tools, libraries, frameworks, know-how and generic components we bring to every project — and grant you a perpetual, non-exclusive licence to use them as embedded in your deliverables. Nothing in an engagement transfers ownership of our productised platforms (section 6) unless the contract explicitly says so.

6. Product licences & white-label

Our ready-made products (for example the platforms listed on our products page) are licensed, not sold, unless a source-code buy-out is expressly agreed. A product licence or white-label agreement defines:

• the licence scope — brands, domains, regions and number of deployments covered;
• whether the licence includes source code or a hosted/managed deployment;
• white-label rights — rebranding permissions, and what remains our underlying IP;
• update, support and maintenance entitlements;
• restrictions — no sub-licensing, resale or competitive redistribution outside the agreed scope.

Product names, trademarks and the underlying platform IP remain ours (or their respective owners'). Comparisons to third-party products on this site are descriptive; those trademarks belong to their owners and no affiliation is implied.

7. Third-party components and services

Deliverables commonly include open-source components, which remain governed by their own licences, and may integrate third-party services (payment gateways, maps, messaging, cloud hosting, app stores). Those services are contracted between you and the provider; their fees, availability and policy changes are outside our control. We select reputable components and document what ships in your project.

8. Warranties & disclaimers

We warrant that services are performed with professional skill and care, and that delivered work will materially conform to the agreed specification. Where an SOW includes a defect-fix warranty period, we will correct reproducible defects reported in that period at no charge.

Except as expressly stated, the website and all services and products are provided "as is", and we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose and non-infringement, to the maximum extent permitted by law. We do not warrant that software will be uninterrupted or error-free, or that this website's content is always current.

9. Limitation of liability

To the maximum extent permitted by law: (a) neither party is liable for indirect, incidental, special or consequential damages, or for loss of profits, revenue, data or goodwill; and (b) our total aggregate liability arising out of or related to an engagement is limited to the fees you paid us for that engagement in the twelve months preceding the claim. For use of this website alone, our liability is limited to the amount you paid to use it (nil). Nothing in these Terms limits liability that cannot be limited under applicable law, including liability for fraud or wilful misconduct.

10. Confidentiality

Each party will keep the other's non-public business, technical and commercial information confidential, use it only for the engagement, and protect it with at least reasonable care. This does not apply to information that is public, independently developed, or lawfully received from a third party. We are happy to sign a mutual NDA before discussing sensitive projects. Portfolio rights — whether and how we may reference your project publicly — are agreed in the SOW.

11. Termination

Either party may terminate an engagement for material breach that remains uncured 30 days after written notice, or as otherwise set out in the SOW. On termination, you pay for work performed up to the termination date; we hand over accepted deliverables and work-in-progress that has been paid for; and sections on IP, confidentiality, liability and governing law survive.

12. Governing law & contact

These Terms are governed by the laws of India, and the courts of India have exclusive jurisdiction over disputes arising from them, subject to any different choice of law or forum agreed in a signed contract. Before litigation, both parties agree to attempt good-faith resolution through direct discussion.

We may update these Terms from time to time; the effective date above reflects the latest version.