Terms of Service

By accessing or using the services provided by Brilliant Minds ("Company", "we", "us", or "our"), you agree to be bound by these Terms of Service ("Terms").

If you do not agree to these Terms, you may not access or use our services.

These Terms apply to all visitors, users, and others who access or use our services, including but not limited to:

• Website visitors
• Clients who engage our development services
• Users of software applications we develop
• Partners and collaborators

By using our services, you represent that you are at least 18 years old and have the legal capacity to enter into a binding agreement.

• Custom web and mobile application development
• AI and machine learning solutions
• Blockchain and Web3 development
• Cloud infrastructure services
• UI/UX design services
• IT consulting and digital transformation
• Maintenance and support services

The specific scope, deliverables, timeline, and pricing for each project will be outlined in a separate Statement of Work (SOW) or project agreement.

We reserve the right to modify, suspend, or discontinue any aspect of our services at any time with reasonable notice.

Provide Accurate Information

Supply accurate, complete, and timely information, content, and materials required for the project.

Timely Feedback

Provide feedback and approvals within agreed timeframes to prevent project delays.

Payment Obligations

Make payments according to the agreed schedule and terms.

Cooperation

Cooperate with our team and designate a point of contact for project communications.

Legal Compliance

Ensure that all content and materials you provide comply with applicable laws and do not infringe third-party rights.

Access

Provide necessary access to systems, accounts, and resources required for the project.

Failure to fulfill these responsibilities may result in project delays, additional costs, or termination of services.

Client Ownership

Upon full payment, you will own all intellectual property rights in the custom work product specifically created for your project, including source code, designs, and documentation.

Pre-existing Materials

We retain ownership of all pre-existing tools, frameworks, libraries, and methodologies used in the project. You receive a non-exclusive, perpetual license to use these materials as part of your deliverables.

Third-Party Components

Some projects may incorporate open-source or third-party components. These remain subject to their respective licenses.

Our Portfolio Rights

Unless otherwise agreed, we may display completed work in our portfolio for marketing purposes, without disclosing confidential information.

Your Materials

You retain ownership of all content, data, and materials you provide to us. You grant us a limited license to use these materials solely for project delivery.

Pricing

All fees and pricing will be specified in the project agreement or Statement of Work.

Payment Schedule

• Typically, we require an upfront deposit (30-50%) before project commencement
• Milestone-based payments as specified in the agreement
• Final payment upon project completion and delivery

Invoicing

Invoices are due within 15 days of issuance unless otherwise agreed.

Late Payments

• Late payments may incur interest at 1.5% per month
• We reserve the right to suspend work on projects with outstanding payments
• Legal costs for collection efforts may be passed to the client

Refunds

Refund policies are outlined in individual project agreements. Generally, deposits are non-refundable once work has commenced.

Our Warranties

• We will perform services in a professional and workmanlike manner
• Deliverables will substantially conform to agreed specifications
• We have the right to enter into this agreement and provide the services

Bug-Free Guarantee

We offer a 30-day bug-free guarantee on delivered work. During this period, we will fix any bugs or defects at no additional cost.

Disclaimer

EXCEPT AS EXPRESSLY SET FORTH HEREIN, SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

We do not guarantee that our services will be uninterrupted, error-free, or meet all of your requirements.

Liability Cap

Our total liability for any claims arising from or related to these Terms or our services shall not exceed the total fees paid by you in the twelve (12) months preceding the claim.

Exclusion of Damages

IN NO EVENT SHALL WE BE LIABLE FOR ANY:

• Indirect, incidental, special, consequential, or punitive damages
• Loss of profits, revenue, data, or business opportunities
• Cost of procurement of substitute services
• Damages arising from unauthorized access to or alteration of your data

Exceptions

These limitations do not apply to:

• Breaches of confidentiality obligations
• Gross negligence or willful misconduct
• Liability that cannot be limited by applicable law

Definition

"Confidential Information" includes any non-public information disclosed by either party, including business plans, technical data, trade secrets, and customer information.

Obligations

Both parties agree to:

• Protect confidential information with reasonable care
• Use confidential information only for purposes of the engagement
• Not disclose confidential information to third parties without consent
• Return or destroy confidential information upon request

Exceptions

These obligations do not apply to information that:

• Is or becomes publicly available without breach
• Was rightfully known prior to disclosure
• Is independently developed without use of confidential information
• Is required to be disclosed by law

Duration

Confidentiality obligations survive termination for three (3) years.

Termination for Convenience

Either party may terminate the agreement with 30 days written notice. Client shall pay for all work completed up to the termination date.

Termination for Cause

Either party may terminate immediately if the other party:

• Materially breaches the agreement and fails to cure within 15 days of notice
• Becomes insolvent or files for bankruptcy
• Engages in illegal or unethical conduct

Effect of Termination

Upon termination:

• Client shall pay for all completed work
• We will deliver all completed deliverables (subject to full payment)
• Both parties shall return or destroy confidential information
• Provisions that by their nature should survive will continue in effect

Your Indemnification

You agree to indemnify, defend, and hold harmless Brilliant Minds, its officers, directors, employees, and agents from any claims, damages, losses, or expenses arising from:

• Your breach of these Terms
• Your violation of any law or third-party rights
• Content or materials you provide
• Your use of our deliverables

Our Indemnification

We agree to indemnify you from claims that our original work product infringes any intellectual property rights, provided you:

• Promptly notify us of the claim
• Give us control of the defense
• Cooperate in the defense

Informal Resolution

Before initiating formal proceedings, both parties agree to attempt to resolve disputes informally through good-faith negotiation for at least 30 days.

Arbitration

If informal resolution fails, disputes shall be resolved through binding arbitration under the rules of the relevant arbitration authority in the jurisdiction specified in the project agreement.

Governing Law

These Terms shall be governed by the laws of India, without regard to conflict of law principles.

Venue

Any legal proceedings shall be conducted in courts located in New Delhi, India, unless otherwise agreed.

Class Action Waiver

You agree to resolve disputes individually and waive any right to participate in class action lawsuits.

Entire Agreement

These Terms, together with any project agreements, constitute the entire agreement between the parties.

Amendments

We may update these Terms from time to time. Material changes will be notified via email or website notice.

Assignment

You may not assign your rights without our prior written consent. We may assign our rights to affiliates or successors.

Severability

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

Waiver

Failure to enforce any right shall not constitute a waiver of future enforcement.

Force Majeure

Neither party shall be liable for delays caused by circumstances beyond reasonable control (natural disasters, war, government actions, etc.).

Email: legal@firstcode.tech

Mailing Address: Brilliant Minds, Legal Department, Jaipur, Rajasthan, India

We will respond to your inquiry within 30 business days.