COPYRIGHT © 2003-2018 Xieno E-Services AND/OR ITS AFFILIATES. ALL RIGHTS RESERVED.
The following are terms of a legal agreement between you and Xieno. Here, we clearly define aspects of our business relationship with you.
General Work Terms and Client Responsibilities & Liabilities
All site content (text and multimedia) will be the sole responsibility of the client to provide to Xieno. Such should be provided prior to commencing the work.
Client is solely responsible to take a proper backup of all content on their site prior to letting Xieno undertake the required course of action towards meeting the contract. Any loss or damage to existing data shall not be a responsibility of Xieno under any circumstances.
The Contract does not hold Xieno responsible for any data entry, web hosting or custom artwork/graphics related work/tasks unless otherwise specifically mentioned, paid for and agreed to by both the parties towards such. Any artwork, images, or text supplied and/or designed by Xieno on behalf of the client, will remain the property of Xieno and/or it’s suppliers unless otherwise agreed or paid upon.
While Xieno will do its best to achieve all deliveries within the estimated time, there may, at times, be the need to extend or adjust time in cases of any unavoidable and non-forecasted situations like those of deployment issues, dependencies, 3rd-Party support, development bottlenecks, resource unavailability due to emergency, communication delays and the like.
Xieno will provide the Client with an opportunity to review the appearance and content of the Website during the design and once they are completed. Xieno shall wait for a period of 7 days to hear any feedback on such shared work/outputs from the client. In the event of the client not reply within this period, such material will be deemed to have been automatically accepted and approved by the Client.
The Client retains the copyright to data, files and graphic logos provided by the Client and grants Xieno the rights to publish and use such material. The Client must obtain permission and rights to use any information or files that are copyrighted by a third party. The Client is further responsible for granting Xieno permission and rights for use of the same and agrees to indemnify and hold harmless Xieno from any and all claims resulting from the Client’s negligence or inability to obtain proper copyright permissions. A contract for Web site design and/or placement shall be regarded as a guarantee by the Client to Xieno that all such permissions and authorities have been obtained. Evidence of permissions and authorities may be requested.
Xieno will not accept responsibility for any alterations caused by the Client or a third party occurring to the Client’s pages/website once installed/deployed. Such alterations include, but are not limited to additions, modifications or deletions. Xieno may require a one-off Web Development charge before resolving any issues that may arise.
Xieno accepts Online Payments and Bank Transfers (although we reserve the right to decline payment in any of these forms without notice). Without limitation, Xieno reserves the right to withdraw any payment methods at any time and to vary its prices without prior notice.
A cancellation fee may be charged if the Customer cancels the Service prior to completion. The fee will be equal to the amount of work completed at the point of cancellation.
A non-payment of cancellation fee and/or overdue amount will result in legal action upon necessity.
Support and 3rd-Party
As the site launches, we offer free support for a limited time of period discussed before commencing the work. After the time period of free support, we charge according to the client’s requirement. The scope of support only includes any bug fixing and email support and excludes any issues related to the site architecture, rule changes and add-ons/enhancements.
Any 3rd-Party support, product and/or service being used/ integrated into the site which requires licensing, payment, copyright, etc. shall be the sole responsibility and liability of and be provided by the client or will be procured by Xieno on behalf of the client on pre-payment for the cost of such procurement. The fee charged by Xieno is exclusive of out-of-pocket expenses and expense claims filed by third party products/services involved.
No guarantees or warranties shall be provided by Xieno for the accuracy or performance of such 3rd-Party product/service.
Any upgrade in the 3rd-Party product/service being used in the project shall not be part of scope at Xieno. Such shall be addressed per feasibility and revision of price and time may be called for by Xieno.
Re-work, Enhancements/Add-ons and Billing
Any additional features not envisaged in the scope of work would be entertained through a Change Management process and be additionally billed. Scope Creeps after wireframe/design sign off would be billed as additional and timelines and cost for delivery would increase.
Most tweaks such as minor changes/re-work are normally just completed, however, if we feel this is being abused, we will build a list of works found being the grounds of abuse and bill such additionally per the total time efforts involved and undertaken to achieve the work/tasks at business rates discussed at the time of starting the project.
Whilst we try our best to cover most changes within the budget of the site, some changes are classified as enhancements/add-ons to the system and become chargeable; we will advise you before we start work of any such items.
Any re-work, change or tweak request by the client post-approval and/or further to the subsequent stage of the project process shall be treated as add-on work and be additionally billed.
The client must pay the fee charged by Xieno without any deductions, discounts or debt settlement by the agreed due dates.
Limitations of Liability
Xieno will use reasonable skill and care in providing the Service. However, we make no representation and exclude any warranty, express or implied, as to the availability, quality, accuracy, timeliness, completeness, performance or fitness of the Service.
Xieno hereby excludes itself, its Employees and or Agents from: all and any liability for loss or damage caused by any inaccuracy; omission; delay or error, whether the result of negligence or other cause in the production of the website; All and any liability for loss or damage to clients’ artwork/photos, data/content supplied for the site. This is whether the loss or damage results from negligence or otherwise.
Except in the event of death or personal injury caused by our negligent acts or omissions, we shall not be liable in any way for any damages arising in contract, tort or otherwise in respect of loss or damage arising out of or in connection with this Agreement or operation of the Service. In no event will we be liable for any direct, indirect or consequential damages in contract or tort, including loss of profit, loss or damage to property or relating to claims made by third parties.
Xieno cannot make guarantees of service on behalf of third-party organizations and will not be held liable for the failure in any service provided by third parties.
Approvals and Delivery
The project will involve various stages and the work for the next stage will only start after receiving the sign off on and relevant payments for the previous stage as agreed.
On completion of the Service (Website design and/or website development), the website will be uploaded to the Customer area of Xieno server for approval. Upon approval by the Client, the website will be uploaded to the destination server where the site shall stay. Xieno reserves the right to delay uploading of the website until full payment has been received.
All code and material developed will be transferred post completion of the project and after sign-offs. The code ownership will reside with the client after final payments.
Xieno holds the Right to publish and use the completed work and/or even the deployed final produce/website for references to other potential clients. In circumstances such is required to be withheld, the client shall notify Xieno well in advance and request prior and proper approvals towards the same.
Xieno will aim to complete all services within the agreed timescale. The timescale will commence on receipt of both the agreed % deposit (ranging from 30% to 50% of the project price as mutually discussed and agreed prior to contract finalization) as acceptance and all website content from the Customer.
Xieno may need to extend any timescales due to circumstances beyond its control.
These terms shall be governed by and interpreted in accordance with Indian Law. The parties irrevocably agree that the courts of India shall have exclusive jurisdiction to settle any dispute which may arise out of, under, or in connection with these Terms and Conditions. The placing of an order will confirm acceptance of these conditions which are attached to the Order.
In the event any one or more of the provisions of this Agreement and/or Order shall be held to be invalid, illegal or unenforceable, the remaining provisions of this Agreement and/or Order shall be unimpaired and the Agreement and/or Order shall not be void for this reason alone. Such invalid, illegal or unenforceable provision shall be replaced by a mutually acceptable valid, legal and enforceable provision, which comes closest to the intention of the parties underlying the invalid, illegal or unenforceable provision.