Terms of Service

    Last Updated: January 1, 2025

    These Terms of Service ("Terms") govern your access to and use of the services provided by Manram Technologies ("Company," "we," "us," or "our"). By accessing or using our services, you agree to be bound by these Terms.

    1. Acceptance of Terms

    By accessing or using our website and services, you confirm that you are at least 18 years of age and have the legal capacity to enter into these Terms. If you are using our services on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

    2. Services Description

    Manram Technologies provides technology solutions including but not limited to:

    • Mobile application development
    • Web application development
    • Custom software development
    • ERP, CRM, and POS system implementation
    • Technology consulting and support services

    We reserve the right to modify, suspend, or discontinue any aspect of our services at any time without prior notice.

    3. User Accounts and Registration

    3.1 Account Creation

    You may be required to create an account to access certain services. You agree to provide accurate, current, and complete information and to update it as necessary.

    3.2 Account Security

    You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify us immediately of any unauthorized access or security breach.

    3.3 Account Termination

    We reserve the right to suspend or terminate your account at our sole discretion if you violate these Terms or engage in fraudulent, illegal, or harmful activities.

    4. Service Agreements and Projects

    4.1 Project Scope

    All development projects will be governed by a separate Statement of Work (SOW) or Service Agreement that outlines:

    • Project scope, deliverables, and timelines
    • Pricing and payment terms
    • Milestones and acceptance criteria
    • Change request procedures

    4.2 Client Responsibilities

    Clients are responsible for:

    • Providing timely feedback and approvals
    • Supplying necessary materials, content, and access
    • Ensuring availability of designated stakeholders
    • Making payments according to agreed schedules

    Delays caused by client non-compliance may result in project timeline extensions and additional charges.

    5. Payment Terms

    5.1 Fees and Pricing

    All fees are specified in the applicable Service Agreement. Prices are subject to change with 30 days' notice for ongoing services.

    5.2 Payment Schedule

    Unless otherwise specified, payment terms are:

    • Initial deposit: 30-50% upon project commencement
    • Milestone payments: As defined in the SOW
    • Final payment: Upon project completion and delivery
    • Payment due: Within 15 days of invoice date

    5.3 Late Payments

    Late payments will incur a fee of 2% per month or the maximum rate permitted by law. We reserve the right to suspend services for overdue accounts exceeding 30 days.

    5.4 Refund Policy

    Payments are non-refundable except as required by law or as specifically agreed in writing. Refund requests must be submitted within 7 days of payment.

    6. Intellectual Property Rights

    6.1 Ownership of Deliverables

    Upon full payment, clients receive ownership of custom-developed deliverables as specified in the Service Agreement. We retain ownership of pre-existing intellectual property, frameworks, tools, and methodologies.

    6.2 Company Intellectual Property

    All Company trademarks, logos, methodologies, and proprietary tools remain our exclusive property. Clients may not use them without written permission.

    6.3 Third-Party Components

    Projects may incorporate third-party software or components subject to separate licenses. Clients are responsible for compliance with such licenses.

    6.4 Portfolio Rights

    We reserve the right to showcase completed projects in our portfolio and marketing materials unless otherwise agreed in writing.

    7. Confidentiality

    Both parties agree to maintain confidentiality of proprietary information shared during the engagement. This obligation survives termination of services.

    Confidential information does not include information that: (a) is publicly available, (b) was known prior to disclosure, (c) is independently developed, or (d) is required to be disclosed by law.

    8. Warranties and Disclaimers

    8.1 Limited Warranty

    We warrant that services will be performed with reasonable skill and care. Software deliverables are warranted to function substantially as specified for 30 days post-delivery.

    8.2 Disclaimer

    EXCEPT AS EXPRESSLY STATED, ALL SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

    • Merchantability and fitness for a particular purpose
    • Uninterrupted or error-free operation
    • Compatibility with all systems
    • Achievement of specific business results

    9. Limitation of Liability

    TO THE MAXIMUM EXTENT PERMITTED BY LAW:

    • Our total liability shall not exceed the fees paid by the client in the 12 months preceding the claim
    • We are not liable for indirect, incidental, consequential, special, or punitive damages
    • We are not liable for loss of profits, revenue, data, business opportunities, or goodwill
    • Clients must notify us of claims within 30 days of the incident

    These limitations apply even if we have been advised of the possibility of such damages.

    10. Indemnification

    Client agrees to indemnify and hold harmless Manram Technologies, its officers, employees, and agents from any claims, damages, losses, or expenses arising from: (a) client's breach of these Terms, (b) client's use of deliverables, (c) client-provided content or materials, or (d) violation of third-party rights.

    11. Termination

    11.1 Termination by Client

    Clients may terminate projects with 30 days' written notice. Client remains liable for all work completed plus a termination fee of 25% of remaining project value.

    11.2 Termination by Company

    We may terminate services immediately if client:

    • Breaches these Terms
    • Fails to make timely payments
    • Engages in illegal or fraudulent activities
    • Provides false information

    11.3 Effect of Termination

    Upon termination, client must pay all outstanding fees. We will deliver work completed to date, but retain all intellectual property rights until full payment is received.

    12. Dispute Resolution

    12.1 Negotiation

    Parties agree to attempt to resolve disputes through good-faith negotiation for 30 days before pursuing other remedies.

    12.2 Arbitration

    If negotiation fails, disputes shall be resolved through binding arbitration in Bengaluru, India, in accordance with Indian arbitration laws. The decision shall be final and enforceable in any court.

    12.3 Governing Law

    These Terms are governed by the laws of India. Exclusive jurisdiction lies with the courts of Bengaluru, Karnataka.

    TODO: confirm the arbitration seat, the governing law and the courts' city in 12.2 and 12.3 (Nav, legal review L19).

    13. Force Majeure

    Neither party shall be liable for delays or failures due to circumstances beyond reasonable control, including natural disasters, war, terrorism, labor disputes, government actions, or technical failures.

    14. General Provisions

    14.1 Entire Agreement

    These Terms, together with any Service Agreement, constitute the entire agreement and supersede all prior negotiations and agreements.

    14.2 Amendments

    We may modify these Terms at any time. Continued use of services constitutes acceptance of modified Terms.

    14.3 Severability

    If any provision is found unenforceable, the remaining provisions shall remain in full effect.

    14.4 Waiver

    Failure to enforce any provision does not constitute a waiver of that or any other provision.

    14.5 Assignment

    Clients may not assign these Terms without our written consent. We may assign these Terms to any successor or affiliate.

    15. Contact Information

    For questions regarding these Terms, please contact us:

    Manram Technologies
    Email: hello@manramtech.com
    Phone: +91 7624954475
    Address: TODO: address

    By using our services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service. These terms are designed to protect both parties' interests and ensure a professional, transparent business relationship.

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