1. Agreement to Terms
These Terms of Service (“Terms”) constitute a legally binding agreement between you (“Client”) and Innovatrix Infotech Private Limited (“Innovatrix”, “we”, “us”, or “our”), a company incorporated under the Companies Act, 2013, with its registered office at 132A, Raja Rajendra Lal Mitra Rd, Phoolbagan, Beleghata, Kolkata, West Bengal 700010, India.
By accessing our website or engaging our services, you agree to be bound by these Terms. If you do not agree, please do not use our website or services.
2. Services
Innovatrix Infotech provides technology and digital services including, but not limited to:
- Custom web and mobile application development
- Shopify and WordPress development and customisation
- AI automation and workflow solutions
- Managed services and technical support
- Digital strategy and consulting
The specific scope, deliverables, timelines, and fees for each engagement are defined in a separate Statement of Work (SOW), project proposal, or service agreement executed between the parties.
3. Project Engagement
3.1 Kickoff and Requirements
All projects commence following the execution of a written agreement and receipt of any applicable advance payment. The Client is responsible for providing accurate, complete, and timely requirements, content, assets, and approvals necessary for project delivery.
3.2 Changes and Revisions
Requests for changes beyond the agreed project scope may be subject to additional fees and revised timelines, to be communicated in writing prior to implementation.
3.3 Approvals and Sign-off
The Client is responsible for reviewing and approving deliverables within the timelines specified in the SOW. Unreasonable delays in approval may result in project delays or additional charges.
4. Fees and Payment
- All fees are quoted in Indian Rupees (INR) unless otherwise agreed in writing.
- Invoices are due within the timeframe specified in the relevant SOW or invoice (typically 7–14 days from issue date).
- Late payments may attract interest at 18% per annum or the maximum rate permitted by law, whichever is lower.
- Invoiced amounts are exclusive of applicable taxes (including GST), which will be charged additionally as required by law.
- Innovatrix reserves the right to suspend work or withhold delivery of final assets until outstanding payments are received.
5. Intellectual Property
5.1 Client Materials
The Client retains all intellectual property rights in materials, data, and content provided to Innovatrix for use in the project (“Client Materials”). The Client grants Innovatrix a limited, non-exclusive licence to use Client Materials solely for the purpose of delivering the agreed services.
5.2 Deliverables
Upon receipt of full payment, Innovatrix assigns to the Client all intellectual property rights in the custom deliverables created specifically for that engagement, except as otherwise specified in the SOW.
5.3 Retained Rights
Innovatrix retains all rights in its proprietary tools, frameworks, libraries, methodologies, and pre-existing intellectual property used in the delivery of services. Nothing in these Terms grants the Client a licence to such retained IP beyond its use as incorporated into the deliverables.
5.4 Portfolio Use
Unless the Client requests otherwise in writing, Innovatrix may display completed work in its portfolio, website, and marketing materials.
6. Confidentiality
Each party agrees to keep the other party's confidential information (“Confidential Information”) strictly confidential and not to disclose it to any third party without prior written consent, except as required by law. This obligation survives termination of the engagement.
7. Warranties and Representations
Each party represents and warrants that it has full authority to enter into and perform its obligations under these Terms. The Client warrants that all Client Materials provided do not infringe the intellectual property or other rights of any third party.
Innovatrix warrants that services will be performed with reasonable skill and care. We do not warrant that services will be error-free or uninterrupted, or that deliverables will meet requirements not expressly specified in the SOW.
8. Limitation of Liability
To the maximum extent permitted by applicable law:
- Innovatrix's aggregate liability to the Client for any claim arising out of or in connection with an engagement shall not exceed the total fees paid by the Client for the specific project giving rise to the claim.
- Innovatrix shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, data, or goodwill, even if advised of the possibility of such damages.
9. Termination
Either party may terminate an engagement by providing written notice in accordance with the terms of the relevant SOW. Upon termination:
- The Client shall pay for all work completed up to the date of termination.
- Innovatrix shall deliver all completed work and Client Materials in its possession.
- Any advance payments are non-refundable unless otherwise agreed in writing.
10. Force Majeure
Neither party shall be liable for delays or failures in performance resulting from causes beyond its reasonable control, including natural disasters, acts of government, pandemics, or internet outages.
11. Governing Law and Dispute Resolution
These Terms are governed by and construed in accordance with the laws of India. Any disputes arising under or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of Kolkata, West Bengal.
12. Amendments
Innovatrix reserves the right to update these Terms at any time. Material changes will be notified via our website. Continued use of our services following such changes constitutes acceptance of the updated Terms.
13. Contact
For questions regarding these Terms, please contact:
Innovatrix Infotech Private Limited
132A, Raja Rajendra Lal Mitra Rd, Phoolbagan, Beleghata,
Kolkata, West Bengal 700010, India
Email: contact@innovatrixinfotech.com
Phone: +91 70032 15657