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Legal Contract & Service Agreement

Terms of Service & Master Services Agreement (MSA)

Effective Date: July 20, 2026 · Version 2.0

1. Preamble & Binding Contract Acceptance

This Master Services Agreement (“Agreement” or “Terms”) is entered into by and between Atharv Mantri (“Agency”, “we”, “us”) and the business entity or individual (“Client”, “you”) executing a project statement of work, onboarding form, or activating an account on the Clients by Atharv platform (clients.atharv.me).

By clicking “I Agree”, creating an account via an invitation token, or issuing payment for any project milestone, Client accepts and agrees to be bound by all terms, conditions, and policies set forth herein.

2. Scope of Services & Project Onboarding

2.1 Scope of Work (SOW): The Agency shall provide custom software engineering, web application development, UI/UX design, database architecture, CRM setup, and digital platform integration as defined within the project proposals, discovery questionnaires, and milestone schedules created in the Client Workspace.

2.2 Discovery Questionnaire & Requirements: Client agrees to complete the Discovery Questionnaire in good faith, providing accurate technical and business requirements. The agreed SOW and project estimates are directly predicated upon the requirements submitted during onboarding.

2.3 Scope Changes: Any request for features, design modifications, or integrations not explicitly contained within the agreed milestone SOW shall be treated as a Change Order and subject to additional cost and timeline adjustment.

3. Milestone Delivery & Formal Sign-off Protocol

3.1 Sequential Deliverables: Projects are executed in defined milestones (e.g., Discovery, Visual Direction, Development, QA, Launch).

3.2 Review Period:Upon submission of a deliverable within the Client Portal, Client shall have five (5) business days (“Review Period”) to test, review, and either (a) approve the deliverable or (b) provide specific, written feedback noting non-conformances against the agreed specification.

3.3 Deemed Approval: If Client does not provide feedback or approval within the Review Period, or begins utilizing the deliverable in a live production environment, the deliverable shall be deemed approved, and the Agency may proceed to the next milestone.

4. Commercial Terms, GST Billing & Payment Obligations

  • Payment Schedule: Fees are billed on a milestone-deposit basis as indicated in the workspace Billing tab.
  • Taxes (GST): Invoices issued to Indian entities include applicable Goods and Services Tax (GST) as mandated by government regulations.
  • Due Dates: Invoices are payable within seven (7) calendar days of issuance. Late payments exceeding 14 calendar days may result in a temporary suspension of active project development.
  • Non-Refundable Deposits: Upfront milestone deposits cover dedicated resource allocation and architectural work; deposits are non-refundable once milestone work has commenced.

5. Intellectual Property Ownership & Code Transfer

5.1 Pre-Existing Materials: Agency retains ownership of pre-existing software frameworks, starter components, developer tools, and reusable open-source libraries incorporated into the project.

5.2 Custom Deliverables Transfer: Upon receipt of 100% full final payment for the project, Agency assigns and transfers all worldwide rights, titles, and intellectual property ownership of the custom code, custom designs, database schemas, and branding materials created specifically for Client under the SOW.

5.3 Security Provision: Code repositories and production credentials remain the property of the Agency until final invoice settlement is completed.

6. Confidentiality & Non-Disclosure (Mutual NDA)

Both parties agree to treat all business information, trade secrets, customer data, source code, financial estimates, and strategic documentation shared within this platform as strictly confidential (“Confidential Information”).

Neither party shall disclose Confidential Information to any third party without prior written consent, except to employees, sub-processors, or legal advisors required to fulfill the project obligations.

7. Warranties, Bug-Fix Guarantee & SLA

7.1 Quality Warranty: Agency warrants that all custom deliverables will be constructed in a professional manner following modern web engineering practices and free from material code defects upon deployment.

7.2 30-Day Post-Launch Guarantee: Agency provides a thirty (30) day warranty period following final project launch, during which Agency will fix any reproducible software bugs or functional errors reported in the SOW at no additional charge.

7.3 Exclusions: Warranty does not cover issues caused by third-party API outages, client modification of source code, hosting server failures, or unapproved third-party plugin installs.

8. Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall Agency or Atharv Mantri be liable for any indirect, incidental, punitive, or consequential damages (including loss of profits, data, or business interruption) arising out of or related to the services or platform usage.

Agency’s total aggregate liability under this Agreement shall not exceed the total fees actually paid by Client to Agency for the specific project milestone giving rise to the claim.

9. Governing Law & Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of India.

In the event of any dispute arising out of or in connection with this Agreement, the parties agree to first attempt resolution through informal negotiation in good faith. Any unresolvable legal proceedings shall be subject to the exclusive jurisdiction of the courts located in Indore, Madhya Pradesh, India.

10. Contact Information

Atharv MantriProduct Builder & Agency PrincipalEmail: work@atharv.mePlatform Portal: clients.atharv.me