Terms of Service

Last updated: December 2024

1. ACCEPTANCE OF TERMS

By accessing or using PixelIsle Technologies Pvt. Ltd. ("PixelIsle," "Company," "we," "us," "our") website, services, or engaging in business with us, you ("Client," "you," "your") agree to be bound by these Terms of Service ("Terms"). These Terms constitute a legally binding agreement between you and PixelIsle.If you do not agree to these Terms, you may not access or use our services.

2. SERVICES PROVIDED

2.1 Service Categories

PixelIsle provides professional technology services including but not limited to:
  • • Web Development: Custom websites, web applications, and e-commerce platforms
  • • AI Integration: Artificial intelligence solutions, chatbots, and automation
  • • Mobile Development: iOS and Android applications, cross-platform solutions
  • • Cloud Services: Infrastructure setup, DevOps, and scalable architecture
  • • Consulting: Technology advisory, digital transformation, and strategic planning

2.2 Service Delivery

  • • Services are provided according to mutually agreed specifications and timelines
  • • Detailed scope, deliverables, and terms are outlined in separate Service Agreements
  • • We reserve the right to modify or discontinue services with reasonable notice

2.3 Third-Party Services

Our solutions may integrate with third-party services, platforms, or APIs. We are not responsible for the availability, functionality, or terms of third-party services.

3. CLIENT RESPONSIBILITIES

3.1 Information and Materials

You agree to:
  • • Provide accurate, complete, and timely information required for service delivery
  • • Supply necessary content, assets, and access credentials
  • • Respond promptly to requests for feedback, approvals, and clarifications
  • • Ensure all provided materials comply with applicable laws and do not infringe third-party rights

3.2 Cooperation and Communication

  • • Participate in project meetings and milestone reviews
  • • Designate authorized representatives for decision-making
  • • Provide constructive feedback within agreed timeframes
  • • Maintain open and professional communication channels

3.3 Technical Requirements

  • • Ensure adequate technical infrastructure and compatibility
  • • Provide necessary access to systems, domains, and hosting environments
  • • Implement recommended security measures and best practices

4. PAYMENT TERMS

4.1 Pricing and Invoicing

  • • Service fees are specified in individual Service Agreements or Proposals
  • • Invoices are issued according to agreed payment schedules (typically milestone-based)
  • • All amounts are stated in Indian Rupees (INR) unless otherwise specified
  • • Payment terms are Net 30 days unless otherwise agreed

4.2 Payment Methods

Accepted payment methods include:
  • • Bank transfers (NEFT, RTGS, IMPS)
  • • Digital payments (UPI, wallets for smaller amounts)
  • • International wire transfers (for global clients)
  • • Checks (for established clients with prior arrangement)

4.3 Late Payments and Suspension

  • • Late payment charges of 2% per month apply to overdue amounts
  • • Services may be suspended for payments overdue by more than 15 days
  • • We reserve the right to terminate agreements for payments overdue by 45+ days
  • • Client remains liable for all costs including collection fees and legal expenses

4.4 Taxes and Compliance

  • • All fees are exclusive of applicable taxes (GST, service tax, etc.)
  • • Clients are responsible for any withholding taxes or international transfer fees
  • • Tax invoices will be provided in compliance with Indian tax regulations

5. INTELLECTUAL PROPERTY RIGHTS

5.1 Client IP Rights

  • • Clients retain ownership of their pre-existing intellectual property
  • • Clients own custom-developed solutions upon full payment completion
  • • Client trademarks, content, and proprietary information remain client property

5.2 PixelIsle IP Rights

We retain rights to:
  • • Pre-existing proprietary methodologies, frameworks, and tools
  • • General knowledge, skills, and experience gained during projects
  • • Non-client-specific code, libraries, and development resources
  • • Company trademarks, branding, and marketing materials

5.3 Third-Party IP

  • • Open-source components are subject to their respective licenses
  • • Third-party tools and services retain their original ownership and licensing terms
  • • We ensure proper licensing compliance for all integrated components

5.4 Work-for-Hire

Custom developments are generally considered "work-for-hire" with IP transferring to clients upon full payment, except for PixelIsle's retained rights as specified above.

6. CONFIDENTIALITY

6.1 Confidential Information

Both parties acknowledge they may receive confidential information including:
  • • Business strategies, financial information, and trade secrets
  • • Technical specifications, source code, and system architectures
  • • Customer data, user information, and operational details
  • • Marketing plans, pricing strategies, and competitive intelligence

6.2 Confidentiality Obligations

We agree to:
  • • Maintain strict confidentiality of all client information
  • • Use confidential information solely for service delivery purposes
  • • Implement appropriate security measures to protect confidential data
  • • Restrict access to authorized personnel on a need-to-know basis

6.3 Exceptions

Confidentiality obligations do not apply to information that:
  • • Is publicly available or becomes public through no breach by us
  • • Was known prior to disclosure or independently developed
  • • Is required to be disclosed by law or legal process
  • • Is approved for disclosure by the disclosing party in writing

6.4 Duration

Confidentiality obligations survive termination of agreements and continue for a period of 5 years unless otherwise specified.

7. WARRANTIES AND DISCLAIMERS

7.1 Service Warranties

We warrant that services will:
  • • Be performed with professional skill and care
  • • Conform to agreed specifications and industry standards
  • • Be delivered by qualified and experienced personnel
  • • Comply with applicable laws and regulations

7.2 Disclaimer of Other Warranties

EXCEPT AS EXPRESSLY STATED, ALL SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND. WE DISCLAIM ALL IMPLIED WARRANTIES INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

7.3 Third-Party Services

We make no warranties regarding third-party services, platforms, or components integrated into our solutions. Any warranties are those provided by the respective third parties.

7.4 Performance Limitations

While we strive for optimal performance, we do not guarantee:
  • • Uninterrupted service availability or uptime
  • • Specific performance metrics unless contractually agreed
  • • Compatibility with all future software updates or changes
  • • Results or outcomes from use of delivered solutions

8. LIMITATION OF LIABILITY

8.1 Liability Cap

Our total liability for any claims related to our services is limited to the total amount paid by the client for the specific service giving rise to the claim, not to exceed ₹10,00,000 (Ten Lakh Rupees) in any 12-month period.

8.2 Excluded Damages

IN NO EVENT SHALL PIXELISLE BE LIABLE FOR:
  • • INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
  • • LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES
  • • BUSINESS INTERRUPTION OR LOSS OF GOODWILL
  • • COSTS OF SUBSTITUTE SERVICES OR TECHNOLOGY

8.3 Exceptions

Liability limitations do not apply to:
  • • Gross negligence or willful misconduct
  • • Breaches of confidentiality obligations
  • • Indemnification obligations
  • • Violations of intellectual property rights

8.4 Client Mitigation

Clients agree to take reasonable steps to mitigate damages and will provide us with prompt notice of any issues or potential claims.

9. INDEMNIFICATION

9.1 Client Indemnification

Client agrees to indemnify and hold PixelIsle harmless from claims arising from:
  • • Client's use of delivered solutions in violation of terms or law
  • • Infringement claims related to client-provided content or specifications
  • • Third-party claims related to client's business operations or data
  • • Violations of applicable laws or regulations by client

9.2 PixelIsle Indemnification

We agree to indemnify client for third-party claims that our services directly infringe valid patents, copyrights, or trademarks, provided client:
  • • Promptly notifies us of any claims
  • • Grants us control over defense and settlement
  • • Provides reasonable cooperation and assistance

9.3 Remedies

For indemnified IP claims, we may:
  • • Obtain rights for continued use of the service
  • • Modify the service to be non-infringing
  • • Replace with functionally equivalent non-infringing solution
  • • Terminate the service and refund prepaid fees

10. TERMINATION

10.1 Termination for Convenience

Either party may terminate ongoing services with 30 days' written notice. Client remains obligated to pay for services performed prior to termination.

10.2 Termination for Cause

Either party may terminate immediately for:
  • • Material breach of agreement terms (after 15-day cure period)
  • • Insolvency, bankruptcy, or assignment for benefit of creditors
  • • Violation of confidentiality or intellectual property provisions
  • • Non-payment of fees (after 45-day notice period)

10.3 Effect of Termination

Upon termination:
  • • All payment obligations for services performed become immediately due
  • • Each party returns confidential information of the other
  • • Client receives deliverables completed as of termination date
  • • Accrued rights and obligations survive termination

10.4 Data Return and Deletion

We will provide client data in standard formats and securely delete all copies within 90 days of termination, except as required for legal compliance or backup retention policies.

11. DISPUTE RESOLUTION

11.1 Negotiation

Before formal dispute resolution, parties agree to attempt good-faith negotiations for 30 days after written notice of a dispute.

11.2 Mediation

If negotiation fails, disputes will be submitted to mediation before a mutually agreed mediator in Pune, Maharashtra, India.

11.3 Arbitration

Unresolved disputes will be settled by binding arbitration under the Arbitration and Conciliation Act, 2015, conducted in English in Pune, Maharashtra, India.

11.4 Governing Law

These Terms are governed by the laws of India, without regard to conflict of law principles. The courts of Pune, Maharashtra have exclusive jurisdiction for any legal proceedings.

11.5 Equitable Relief

Next Review: January 1, 2026