1. Acceptance of Terms
These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Exayx ("Company," "we," "us," or "our"), a software development agency registered in Rajkot, Gujarat, India.
By visiting our website, submitting an inquiry, signing a project proposal, or engaging our services in any capacity, you acknowledge that you have read, understood, and agree to be bound by these Terms.
If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms.
2. Our Services
Exayx provides professional software development and digital services including but not limited to:
We reserve the right to modify, suspend, or discontinue any aspect of our services at any time. We also reserve the right to refuse service to any person or entity at our sole discretion.
3. Project Engagement
3.1 Project Initiation
All projects begin with a signed Statement of Work (SOW) or project proposal that outlines scope, deliverables, timeline, and fees. Work commences only upon receipt of the signed agreement and initial deposit.
3.2 Scope of Work
The scope of each project is defined in the project proposal. Any changes to the agreed scope — including additions, modifications, or deletions — constitute a "Change Request" and must be:
3.3 Client Responsibilities
Successful project delivery depends on timely client cooperation. You agree to:
Provide timely feedback and approvals within agreed timeframes (typically 5 business days). Delays in feedback may extend project timelines without affecting agreed fees.
Supply all necessary materials, assets, content, access credentials, and third-party licenses required for project completion.
Designate a primary point of contact authorized to make decisions and approvals on behalf of your organization.
4. Payment Terms
Upfront
Due before project kick-off
Midpoint
Due at design / development milestone
Final
Due before final delivery
Payment schedules for specific projects are defined in the project proposal and may vary.
4.1 Late Payments
Invoices are due within 15 days of issuance. Late payments incur a monthly interest charge of 1.5% (or the maximum rate permitted by law). We reserve the right to suspend work until outstanding balances are resolved.
4.2 Taxes
All fees are exclusive of applicable taxes including GST. Indian clients will be charged applicable GST. International clients are responsible for any applicable taxes in their jurisdiction.
4.3 Refund Policy
Initial deposits are non-refundable as they represent reservation of our team's time and initial discovery work. For milestone-based projects, payments for completed milestones are non-refundable. Disputes must be raised within 10 business days of invoice delivery.
5. Intellectual Property
5.1 Client Ownership (Post Full Payment)
Upon receipt of full payment, Exayx assigns all intellectual property rights in custom deliverables created specifically for your project to you. You will own the final product outright.
5.2 Exayx Retained Rights
The following remain the exclusive property of Exayx regardless of payment:
5.3 Client Materials
You grant Exayx a limited, non-exclusive license to use materials you provide (logos, content, brand assets) solely for the purpose of fulfilling your project. You warrant that you have the right to provide such materials.
5.4 Portfolio Rights
Unless you request otherwise in writing, Exayx reserves the right to display the project in our portfolio and marketing materials after launch, crediting the type of work performed.
6. Confidentiality
Both parties acknowledge that during the engagement, each may receive access to confidential information belonging to the other party ("Confidential Information"), including but not limited to business strategies, technical specifications, financial data, and proprietary processes.
Non-Disclosure
Both parties agree to keep all Confidential Information strictly confidential and not disclose it to any third party without prior written consent, except as required by law.
Protection Standards
Each party shall use at least the same degree of care to protect the other's Confidential Information as it uses to protect its own confidential information, but no less than reasonable care.
Duration
Confidentiality obligations remain in effect for 3 years following the termination or completion of the project engagement, unless a separate NDA specifies otherwise.
We are happy to sign a separate, more detailed Non-Disclosure Agreement (NDA) upon request before any project discussions.
7. Warranties & Guarantees
7.1 Exayx Warranties
Exayx warrants that:
7.2 Post-Launch Support Warranty
We provide a 30-day bug-fix warranty after project launch at no additional cost. This covers defects in our code that prevent the software from functioning as specified. It does not cover new features, changes in requirements, or issues caused by third-party services.
7.3 Disclaimer
Except as explicitly stated above, our services are provided "AS IS" without warranties of any kind, either express or implied. We do not warrant that software will be error-free, uninterrupted, or that it will meet all your specific business requirements beyond those defined in the project scope.
8. Limitation of Liability
Important: To the maximum extent permitted by applicable law, Exayx's total liability to you for any claims arising from or related to our services shall not exceed the total fees paid by you to Exayx in the three (3) months preceding the claim.
In no event shall Exayx be liable for:
9. Termination
9.1 Termination by Client
You may terminate a project engagement with 14 days written notice. Upon termination, you will be invoiced for all work completed to date at a prorated rate based on the project fee. Any deposits paid are non-refundable. All deliverables completed and paid for will be transferred to you.
9.2 Termination by Exayx
We reserve the right to terminate a project engagement immediately without notice if:
9.3 Effect of Termination
Upon termination, all licenses granted are revoked until payment is complete. Confidentiality and IP provisions survive termination.
10. Governing Law & Disputes
These Terms shall be governed by and construed in accordance with the laws of the Republic of India, specifically the laws applicable in the state of Gujarat. The courts of Rajkot, Gujarat shall have exclusive jurisdiction over any disputes arising from these Terms.
Step 1: Good Faith Discussion
Parties agree to first attempt to resolve any dispute through good-faith discussion within 30 days of written notice of the dispute.
Step 2: Mediation
If direct discussion fails, both parties agree to attempt mediation before pursuing litigation.
Step 3: Legal Action
If mediation is unsuccessful, disputes may be resolved through the courts of Rajkot, Gujarat, India.
11. Contact Us
If you have questions about these Terms of Service, or wish to discuss a specific clause before engaging our services, we're happy to clarify.
These Terms of Service were last reviewed by our team in April 2026. While we've written these terms to be as clear and fair as possible, we recommend consulting with a legal professional for advice specific to your situation.