Terms & Conditions

By accessing or using the eSpark SIT website and services ("Services"), you agree to be bound by these Terms and Conditions ("Terms"). If you disagree with any part of these terms, you may not access the Services.

These Terms apply to all visitors, users, and others who access or use the Services. By accessing or using the Services, you agree to be bound by these Terms and our Privacy Policy.

Acceptance of Terms: Your use of our Services constitutes your acceptance of these Terms. If you do not agree to these Terms, please do not use our Services.

Changes to Terms: We reserve the right to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect.

eSpark SIT provides comprehensive software development and IT consulting services, including but not limited to:

• Custom Software Development: Web applications, mobile apps, desktop software, and enterprise solutions
• Cloud Solutions: Cloud migration, cloud-native development, infrastructure setup and management
• IT Consulting: Technology strategy, digital transformation, and technical advisory services
• Web Development: Website design and development, e-commerce solutions, CMS implementation
• Mobile App Development: iOS, Android, and cross-platform mobile applications
• DevOps Services: CI/CD implementation, infrastructure automation, containerization
• Quality Assurance: Testing services, test automation, quality consulting
• Maintenance & Support: Ongoing technical support, bug fixes, and feature enhancements
• UI/UX Design: User interface design, user experience optimization, prototyping

Services are provided subject to availability and may be modified or discontinued at our discretion. We reserve the right to refuse service to anyone for any reason at any time.

When using our Services, you agree to:

Permitted Use: • Use the Services only for lawful purposes and in accordance with these Terms • Provide accurate, current, and complete information when required • Maintain the security of your account and password • Notify us immediately of any unauthorized use of your account • Comply with all applicable local, state, national, and international laws

Prohibited Activities: • Violate any applicable laws or regulations • Infringe on intellectual property rights of eSpark SIT or third parties • Transmit any viruses, malware, or malicious code • Attempt to gain unauthorized access to our systems or networks • Interfere with or disrupt the Services or servers • Use the Services for any fraudulent or unlawful purpose • Impersonate any person or entity • Collect or store personal data about other users without permission • Use automated systems to access the Services without permission • Reverse engineer, decompile, or disassemble any part of the Services

Violation of these terms may result in immediate termination of your access to the Services and potential legal action.

Our Intellectual Property: All content, features, and functionality of the Services, including but not limited to text, graphics, logos, icons, images, audio clips, video clips, data compilations, software, and the compilation thereof (collectively, the "Content") are the exclusive property of eSpark SIT or its licensors and are protected by copyright, trademark, patent, trade secret, and other intellectual property laws.

You may not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the Content, except as follows: • Your computer may temporarily store copies of such materials in RAM • You may store files that are automatically cached by your web browser • You may print or download one copy of a reasonable number of pages for personal, non-commercial use

Client Intellectual Property: All intellectual property rights in materials provided by you remain your property. You grant us a license to use such materials solely for the purpose of providing our Services to you.

Work Product: Unless otherwise agreed in writing, all work product created by eSpark SIT in the course of providing Services ("Deliverables") shall be owned by the client upon full payment. We retain the right to use general knowledge, skills, and experience gained in creating the Deliverables.

Portfolio Rights: We reserve the right to display completed work in our portfolio and marketing materials unless specifically restricted by a confidentiality agreement.

Project Pricing: All project pricing will be outlined in a separate Statement of Work (SOW) or service agreement. Pricing may be: • Fixed price for defined scope • Time and materials based on hourly rates • Retainer-based for ongoing services • Subscription-based for SaaS offerings

Payment Terms: • Invoices are due within 30 days of invoice date unless otherwise specified • Late payments may incur a late fee of 1.5% per month or the maximum allowed by law • We reserve the right to suspend services for non-payment • All prices are in USD unless otherwise specified • Client is responsible for any applicable taxes

Deposits and Milestones: • Projects may require an upfront deposit (typically 25-50%) • Payment milestones may be established for larger projects • Final payment is due upon project completion and acceptance

Refunds: • Deposits are non-refundable once work has commenced • Refund eligibility will be determined on a case-by-case basis • Work completed prior to termination will be billed

Expenses: Client will reimburse all reasonable pre-approved expenses incurred in connection with the Services, including travel, software licenses, and third-party services.

Scope Definition: The scope of work will be defined in a Statement of Work (SOW) or project agreement. Both parties must agree to the scope before work commences.

Change Requests: • Any changes to the agreed scope must be submitted in writing • Change requests may impact timeline and budget • We will provide a revised estimate for change requests within 5 business days • Changes will only be implemented upon written approval • Scope changes may affect project delivery dates

Client Responsibilities: • Provide timely feedback and approvals • Provide necessary access to systems, data, and personnel • Provide accurate requirements and specifications • Designate a primary point of contact • Make timely decisions on project matters

Delays: We are not responsible for delays caused by client action or inaction, including late feedback, unavailability of client resources, or changes in requirements.

Our Warranties: We warrant that: • Services will be performed in a professional and workmanlike manner • We have the right and authority to enter into this agreement • We will use commercially reasonable efforts to deliver on time • Deliverables will be free from material defects for 90 days after delivery

Warranty Limitations: The warranties above are subject to: • Proper use of the deliverables • No unauthorized modifications • Timely reporting of defects • Use in the intended environment

Disclaimer: EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that: • The Services will be uninterrupted or error-free • Defects will be corrected • The Services are free from viruses or harmful components • Results obtained from use of the Services will be accurate or reliable

Third-Party Services: We are not responsible for any third-party services, software, or products used in connection with our Services. Any issues with third-party components should be directed to the respective providers.

Limitation of Damages: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ESPARK SIT, ITS AFFILIATES, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

• Your access to or use of or inability to access or use the Services
• Any conduct or content of any third party on the Services
• Any content obtained from the Services
• Unauthorized access, use, or alteration of your transmissions or content

Maximum Liability: IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION EXCEED THE AMOUNT PAID BY YOU TO ESPARK SIT IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY, OR $1,000, WHICHEVER IS GREATER.

Exceptions: Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations may not apply to you.

Indemnification: You agree to indemnify, defend, and hold harmless eSpark SIT from any claims, losses, damages, liabilities, and expenses arising from: • Your use of the Services • Your violation of these Terms • Your violation of any rights of another party • Any content you provide

Termination by Either Party: Either party may terminate the Services with 30 days written notice. Termination does not relieve the client of the obligation to pay for services rendered prior to termination.

Immediate Termination: We may terminate or suspend access to our Services immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach the Terms.

Effect of Termination: Upon termination: • Your right to use the Services will immediately cease • All outstanding invoices become immediately due and payable • We will provide final deliverables for work completed and paid for • Confidential information must be returned or destroyed • Licenses granted by us to you will terminate

Survival: The following provisions will survive termination: Intellectual Property Rights, Payment Terms, Warranties and Disclaimers, Limitation of Liability, Indemnification, and Governing Law.

Data Upon Termination: You are responsible for exporting your data before termination. We may delete your data 30 days after termination unless legally required to retain it.

Confidential Information: Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the course of our relationship.

Definition: Confidential Information includes, but is not limited to: • Business plans and strategies • Technical data and specifications • Customer lists and information • Financial information • Trade secrets • Proprietary software and source code

Obligations: Each party agrees to: • Not disclose Confidential Information to third parties without consent • Use Confidential Information only for the purpose intended • Protect Confidential Information with the same care as their own • Return or destroy Confidential Information upon request

Exceptions: Confidentiality obligations do not apply to information that: • Is publicly available through no fault of the receiving party • Was known prior to disclosure • Is independently developed without use of Confidential Information • Is required to be disclosed by law

Non-Disclosure Agreements: For projects requiring additional confidentiality protections, we can enter into a separate Non-Disclosure Agreement (NDA).

Governing Law: These Terms shall be governed and construed in accordance with the laws of [Your Jurisdiction], without regard to its conflict of law provisions.

Dispute Resolution: In the event of any dispute arising out of or in connection with these Terms:

Step 1 - Negotiation: The parties shall first attempt to resolve the dispute through good faith negotiations.

Step 2 - Mediation: If negotiation fails, the parties agree to submit the dispute to mediation before a mutually agreed mediator.

Step 3 - Arbitration/Litigation: If mediation is unsuccessful, the dispute shall be resolved through binding arbitration or litigation in the courts of [Your Jurisdiction].

Class Action Waiver: You agree to resolve disputes with us on an individual basis and waive your right to participate in class action lawsuits or class-wide arbitration.

Limitation Period: Any claim or cause of action arising out of or related to use of the Services must be filed within one (1) year after such claim or cause of action arose.

Entire Agreement: These Terms constitute the entire agreement between you and eSpark SIT regarding the use of the Services and supersede all prior agreements and understandings.

Severability: If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

Waiver: The failure of eSpark SIT to enforce any right or provision of these Terms will not be considered a waiver of those rights.

Assignment: You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.

Force Majeure: We shall not be liable for any failure to perform due to causes beyond our reasonable control, including acts of God, war, terrorism, natural disasters, or government actions.

Notices: All notices under these Terms shall be in writing and sent to the addresses specified in the applicable agreement or to the contact information on our website.

Headings: The headings in these Terms are for convenience only and have no legal or contractual effect.

Language: These Terms are executed in English. Any translations are provided for convenience only.

If you have any questions about these Terms and Conditions, please contact us:

General Inquiries: Email: info@esparksit.com Phone: +1 (XXX) XXX-XXXX Address: [Your Company Address]

Legal Department: Email: legal@esparksit.com

Business Hours: Monday - Friday: 3:00 PM - 12:00 AM IST Saturday - Sunday: Closed

Response Time: We aim to respond to all inquiries within 1-2 business days.

Please include "Terms & Conditions Inquiry" in the subject line of your email to ensure prompt routing to the appropriate team.

For immediate assistance with ongoing projects, please contact your designated project manager or account representative.