Terms and Conditions

• Netiquette Webservices undertake projects on a “Time and Materials” basis.
• All fees are estimated and exclusive of VAT or any other taxes as may be applicable.
• Estimates are valid for 30 days from the date of issue.
• Payment terms are based on prior weekly or monthly bookings which are allocations for the developer resources.
• The client is allocated dedicated resource(s) along with the necessary functional support staff such as a Project Manager or Team Lead if requested (based on the service provided).
• The resource(s) would be operating out of the Indian office, unless the resource is operating onsite. The Indian office operates Monday – Friday, 10.30 AM to 7:30 PM (India’s time zone is GMT +5:30). All the public holidays are notified well before in advance and communicated by the CRM or development team directly; the holidays are normally compensated by putting in extra hours in the evenings or at weekends or as per the scheduled time agreed with the client.

Clients deserve to have their work carried out to the highest possible standard and in a meticulous, understanding and timely manner and we always put in our best efforts to try and exceed your expectations. We value and vouch quality very highly and look to deliver that to our clients at every prospect.

• We will act with the highest integrity, professional dedication and courteous behavior at all times.
• All correspondence such as emails and phone calls will be replied promptly
• An alternative contact will be provided to you if the person you are looking for is not present.
• You shall receive clear and concise information regarding your query along with the associated estimate of the project if you choose to place a booking.
• You can be sure of getting guaranteed high-quality and cost-effective services

• Please provide us with clear-cut instructions to enable us to effectively submit an accurate estimate and be able to work to the best of our abilities on the project.
• Promptly reply to our communications. The developer/s is/are on a dedicated basis, hence, it is imperative he or she has tasks at all times to avoid delays (any delays may add to the time required to complete the project).
• Please inform us well before in advance if you are going to be away or not available to respond to requests for information.
• If you feel dissatisfied with the given service, please inform us. It’s not possible to resolve a problem that we aren’t aware of.
• Please regularly check the progress on the dev site area as well as emails. We will be relaying a good deal of your project communications through both.

• Work on a live server (unless you specify).
• Please provide us test data or copy of the live database. We will not hold the only set of data
• Please supply adequate tasks for the developer team to work on. We wouldn’t want them to sit idle while working on your project
• Abuse of staff members shall not be tolerated
• We do projects in the strictest possible confidence and do not contact end customers directly
• Your work will not be outsourced to a third party

Our “Dedicated” service is supplied on a “Time and materials” based and charged in the form of daily, weekly or monthly chunks.

• We shall ask you to view, test and approve certain sections at milestone intervals throughout a project. Your timely reverts of these small sections will help in averting any kind of delay to the overall timeframe of the project as a whole.
• Once Netiquette Webservices has fulfilled the obligated booking period purchased or the project has been completed the project shall be tested accordingly. Netiquette Webservices shall not be held responsible for any defect that may have been over looked at your end during the testing phase, the project will be considered to have passed the test notwithstanding such a defect. We may provide assistance reasonably requested by you in relation to supplying a suitable remedy of any non-Netiquette Webservices defect by supplying additional services. These would be offered at the current fees and prices.
• Back-up: it is the client’s responsibility to ensure they have a back-up of the work. It is recommended to take regular back-ups of the work at all stages preferably automated scheduled back-up. Live servers, all development work takes place “off-site” on a dev server. On the instance of the client if development should take place on live servers due to time constraints, licensing reasons, etc., it will be solely on the client’s risk. We do not take responsibility for any impact this may have to either the live site or your ability to work. We strongly recommend the use of a dev server.

• Payment of the advance / first invoice is an acceptance of these terms and conditions.
• The charges are calculated in accordance with Netiquette Webservices’ standard rates (which can be amended on one month’s prior notice to you) as follows:
• • Weekly rates are calculated on the basis of an eight (8) hour day, working a five (5) day week.
  • Daily rates are calculated on the basis of an eight (8) hour day.
• Bucket rates are calculated on the basis of 10, 20, 40 hours being held against your project, all of which must be used within six (6) months of the time of booking.
• Our invoices are issued before we start the work and need to be reconciled in order for the work to commence.All invoices must be paid in the currency in which they are issued.
• Your project may be put on hold temporarily whilst your payment on invoices is outstanding and in that event we reserve the right to remove project files from our servers.
• Unless otherwise stated all prices are exclusive of VAT or any other taxes as may be applicable, which shall where applicable be charged by Netiquette Webservices to you at the current rate.

• This sets out the entire financial liability of Netiquette Webservices (including any liability for acts or omissions of its employees, agents or consultants) to you in respect of:
  • Any breach of these Terms & Conditions;
  • Any use made by you of the Service, the project or any part of them; and
  • Any representation, statement or action contrary to contract law or omission (including negligence) arising under or in connection with these Terms & Conditions.
• Nothing in these Terms & Conditions limits or excludes the liability of Netiquette Webservices for death or personal injury resulting from negligence, or for fraud or fraudulent misrepresentation by us.
• Subject to paragraph 11(2) and 11(4) Netiquette Webservices shall not be liable for:
  • Loss of Profits;
  • Loss of Business;
  • Depletion of goodwill and/or similar losses;
  • Loss of anticipated savings;
  • Loss or data getting corrupt or information, or;
  • Any simple, indirect, special, consequential or pure economic loss, costs, damages, charges or expenses
• Netiquette Webservices’ total liability to you, whether in contract, tort, including negligence, for breach of statutory duty, or otherwise, arising under or in connection with these Terms & Conditions the limitation shall be relevant to the total charges paid for the Services by you during the 1year period instantly before the date on which the reason of action first arose, or if the cause of action arose during any period before 1 year had elapsed from our first Invoice date, during that shorter period.

Without prejudice to any other rights or remedies which Netiquette Webservices may have we reserve the right to terminate the project or services without liability to you if:

• You fail to pay any amount due to us on the due date for payment, and remain in default not less than 7 days after being notified in writing to make such payment.
• You commit a material breach of any of our other terms and conditions of business, where the breach is incapable of remedy, or (if the breach is capable of remedy) you fail to remedy the breach within 14 days after being notified in writing to do so.
• You breach any of our terms and conditions of business in such a manner as to reasonably justify the opinion that your conduct is contradictory with your having the aim or ability to give effect to the terms of the agreement between us.
• You are made insolvent, bankrupt or a winding-up order is made against you including administration, liquidation or a voluntary arrangement with your creditors pursuant to the Indian Insolvency Act 1986 or other relevant legislation.
• During development the project becomes unworkable or undeliverable, except where this arises from a fault on Netiquette Webservices’ part.
• On termination of the project for any reason whatsoever, you shall right away pay to us all of Netiquette Webservices outstanding pending payments of invoices and interest (if any), in respect of services supplied but for which no invoice has been submitted, we may submit an invoice, which shall be payable instantly on receipt.
• All licenses granted by Netiquette Webservices under the project shall terminate; and
• The accrued rights of Netiquette Webservices and liabilities of you as at termination shall not be affected.

• The Customer must notify Netiquette Webservices in writing during the 30 day Warranty Period if the Customer identifies an error in the code / system / program written by Netiquette Webservices. Once it has been agreed Netiquette Webservices will correct any errors that we made in the construction of the code / system / program at no cost. Under no circumstances will a partial / full refund will be acknowledged. Netiquette Webservices reserves the right to define a bug / error.
• Netiquette Webservices will not be liable under the below clauses:
  • If the error is not notified to the Netiquette Webservices in writing during the Warranty Period;
  • If the error cannot be verified or reproduced by Netiquette Webservices.
  • If and to the extent that the error is caused by infringement by the Customer or involvement of developer / freelancer / company not related to Netiquette Webservices.
  • If the software / programs / scripts (but not limited to) was written or developed by a developer / freelancer / company who is not related to Netiquette Webservices or is in partially finished state.
  • Due to a change in configuration of server / hosting at customer end.
  • We make no warranties or representations that your code / system / program will be commercially profitable or succeed in any other intended purpose you may have for it.These involve many factors beyond our control.
  • Involvement of 3rd Party developer / freelancer / company during or after completion of work (in such cases we will need to be notified prior to project commencement)
• You will meet the cost of any time spent tracking bugs due to data content uploaded by customer or 3rd Party which subsequently causes problems or bugs.

• Access to the Development Area is granted on a temporary basis to aid in the smooth running and administration of your project. We may suspend, withdraw, discontinue or change all or any part of the Development Area without notice. We will not be liable to you if for any reason the Development Area is unavailable at any time or for any period.
• You are responsible for ensuring that all persons who access Development Area are aware of the terms and conditions and that they comply with them.
• If you are provided with a username and password as part of our security procedures you must treat such information as confidential and not disclose it to any third party.
• We have the right to disable any username or password whether chosen by yourself or allocated by us, if in our reasonable opinion you have failed to comply as per the provisions of the terms of usage.
• We are the owner or the licensee of all intellectual property rights associated with the Development Area and the material published on it.
• We do not guarantee that the Development Area will be secure or free from bugs or viruses. You are responsible for configuring your information technology, computer programs and platform in order to access the Development Area. We will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect and affect your computer equipment or platform including data or other proprietary material due to your use of the Development Area or your downloading of any content on it, or on any website linked to it.
• You must not misuse the Development Area by knowingly introducing viruses, Trojans, worms or other harmful material which is malicious or harmful to the technology being used. You must not attempt to gain unauthorized access to the Development Area or the server where it is hosted.

• Subject to Clauses 15(4) and 15(5) below, each party reserves all its proprietary rights in its Confidential Information and no rights or obligations, other than those expressly recited herein, are granted or to be implied. In actual fact, no license is being hereby granted directly or indirectly under or in respect to any invention, discovery, patent, copyright or any other intellectual property right now or in the future made, retained, obtained or licensable by the Disclosing Party. The property in all Confidential Information disclosed pursuant to an agreement / contract / project shall, subject to any right of any other owner, remain with the original owner / party.
• Use of Intellectual Property: Each party acknowledges that the other party owns or licenses Intellectual Property related to its or its affiliates’ existing businesses and such Intellectual Property may be used and further developed in the course of this Agreement. Either of the parties understand that the other party intends to continue to develop, expand and commercially exploit its own Intellectual Property during and after the term of this Agreement.
• Prior Intellectual Property Rights: All Intellectual Property rights owned by a party as of the Effective Date (“Prior IP”) shall remain the property of such party and no licenses or other rights or authority with respect to such Intellectual Property are granted to the other party except as expressly set forth in writing in an agreement or a later agreement. Each party shall have the weight of proof concerning the Intellectual Property it claims as its Prior IP Developed Intellectual Property for their clients: All right, title and interest of every kind and nature, whether now known or unknown, in and to any Intellectual Property formed, written, developed, furnished or created by us during the tenure of the agreement / project, whether solely or jointly with others and whether or not during the designated work hours, that are within the scope of the agreement or any applicable Statement of Work shall be the sole and exclusive property of the client (subject to the other conditions and specifically the payment of all the dues). As used herein, the term “Intellectual Property” shall include, without limitation, any inventions, know-how, technological innovations, discoveries, designs, formulae, processes, service marks, copyrights, patents, trademarks, computer software, ideas, creations, developments, improvements to all such property, and all recorded material defining, describing or illustrating all such property, whether written or not and whether stored in plain or code form.
• Netiquette Webservices understands that it shall have no right, title or interest of any kind or nature in or to any item of Intellectual Property, or in or to any results whatsoever and/or proceeds from any item/product of Intellectual Property created or developed in part or full for the client (once the final payment amount has been received). Netiquette Webservices agrees to assist the client, at the client’s expense, to obtain trademarks, patents, copyrights, service marks and similar protections in all countries on any item of Intellectual Property, and agrees to execute any and all documents necessary to obtain such trademarks, patents, copyrights, service marks and similar protections in all countries in the name of client.

  Netiquette Webservices further agree to assist the client or its nominees in the performance of any lawful acts that the client, at its discretion deems necessary to secure proper trademark, patent, copyright, service mark and other protection for any item of Intellectual Property or Improvements thereon, and to vest in the client the entire interest therein all countries.

We aim to give you a high quality and efficient service at all times. Nonetheless, if at any time you feel unhappy with the service that we are providing, including our invoices, please raise your concern in the first place to:

• Your developer if working in development department.
• Your Project Manager if working under the approperiate dpartment.
• If your concern is regarding invoices then please raise with our Accounts Team.

Netiquette Webservices work to a high standard and value our business reputation to the hilt. In the improbable event that you are discontented with any of our work, you should voice your concern as stated in Clause 16 above. It is a condition of our contract with you that you will not make any critical or derogatory comment about Netiquette Webservices to any third party, and you will neither publish any such comment, whether on a website or forum via the Internet or otherwise. Any breach of this clause may result in legal proceedings being initiated against you.

• You must not do the following things either during your business relationship with us or within 12 months of the end of that relationship:
  • Commission work from our clients, or attempt to solicit work from our clients.
  • Utilize any of our developers or other team employees in a service contract or an employment contract (All our developers are prohibited from having business relationships with our clients as per the clause in their service contracts).
  • Commission work directly from any of our developers or other employees, or attempt to do so.
• As Netiquette Webservices is a web development business which operates from India, and as information technology services are by their nature international, the provisions of Clause 20.1 above apply throughout the world.
• Any breach of Clause 20.1 will result in a claim against you for damages, which will include a claim for loss of profit and any other loss or expense which we sustain as the outcome of your breach.