Terms of Service.

Introduction

These Terms of Service ("Terms") govern all professional engagements between HeliosFlow Pvt Ltd ("HeliosFlow," "we," "us") and clients ("you," "client") for product design, development, and strategy services. By engaging with us, you accept these terms in their entirety.

1. Project Engagement

All professional engagements begin with a signed Statement of Work (SOW) that clearly defines:

• Project scope and deliverables
• Timeline and milestones
• Budget and payment terms
• Revision limits and change management procedures

No technical development or design work commences until both parties have signed the SOW and the initial deposit has been received. This ensures alignment and clarity before work begins.

2. Intellectual Property

Ownership of custom code, design assets, and intellectual property created specifically for your project transfers to you upon full payment of all invoices. This includes:

• Custom source code
• Design files and assets
• Custom algorithms and logic
• Documentation and specifications

Portfolio Rights: HeliosFlow retains the right to showcase the completed work in our portfolio, case studies, and marketing materials (with client confidentiality respected). If you require complete confidentiality, this must be negotiated in the SOW.

Pre-existing tools, libraries, and frameworks used (e.g., React, Kotlin, Firebase) remain under their respective open-source or commercial licenses.

3. Confidentiality and NDA

We maintain strict non-disclosure agreements for all proprietary business information shared during discovery, development, and deployment phases. All client information, including business plans, user data, and technical specifications, is treated as confidential.

NDA Availability: We are happy to sign standard mutual NDAs before any deep discovery or technical discussion. If an NDA is required for your project, mention this in your initial inquiry or first call, and we will have one prepared.

4. Payment Terms

Payment is structured as follows:

• 50% Deposit: Due upon SOW signature and before development begins
• 50% Final Payment: Due upon delivery of the completed project
• Invoice Terms: Net 15 (invoices are due within 15 days of issuance)

Late Payments: If payment is not received within 15 days of invoice issuance, active development work may be paused until the account is current. Late payments may incur a 1.5% monthly interest charge.

All invoices include a detailed breakdown of hours, deliverables, and expenses. Payment should be made via bank transfer to the account specified in the invoice.

5. Revisions and Changes

The SOW includes two rounds of client revisions per milestone. This covers:

• Design feedback and adjustments
• Minor copy or styling changes
• Small feature refinements within the original scope

Additional Revisions: Any revisions beyond the included rounds are billed at the hourly rate specified in your SOW.

Scope Changes: Changes to the original project scope (new features, integrations, or deliverables) require a signed change order that outlines the additional timeline and cost. Work on scope changes does not begin until the change order is signed.

6. Warranties and Support

Quality Assurance: All delivered code and designs are tested and meet the specifications outlined in the SOW.

30-Day Bug Fix Warranty: For 30 days after delivery, HeliosFlow will fix bugs or defects in the delivered code at no additional cost. A "bug" is defined as unintended behavior that deviates from the SOW specifications.

Warranty Limitations: The warranty does not cover:

• New features or enhancements requested after delivery
• Changes to third-party APIs or services (Google, Firebase, etc.)
• Issues caused by client modifications to the code
• Performance issues due to client-side hosting or infrastructure
• Browser or OS compatibility issues outside the agreed-upon support matrix

Post-Launch Support: After the 30-day warranty period, ongoing maintenance and support is available through optional retainer agreements at rates specified separately.

7. Limitation of Liability

Total Liability Cap: HeliosFlow's total liability for any claim related to the services provided shall not exceed the total fees paid for the specific project under dispute.

Exclusions: In no event shall HeliosFlow be liable for:

• Indirect, incidental, or consequential damages
• Lost profits, loss of data, or business interruption
• Damages from client negligence or misuse of the product

8. Termination

Either party may terminate the engagement with 14 days written notice. Upon termination:

• The client is responsible for payment of all work completed to date
• Any completed deliverables will be handed over to the client
• Work in progress will be halted after the notice period
• Initial deposits are non-refundable, but will be credited toward the final invoice

If termination occurs due to HeliosFlow's breach, the client may be eligible for a partial refund of unused prepayment, at HeliosFlow's discretion.

9. Technology Standards

HeliosFlow specializes in native development and modern web technologies:

• Android: Kotlin with Jetpack Compose for modern, performant native applications
• Web: React.js with TypeScript for scalable, production-ready applications
• Backend: Node.js, Firebase, or cloud-native solutions depending on project requirements

We do not provide cross-platform wrapper frameworks (Flutter, React Native) unless specifically requested and justified in the SOW. Native development provides superior performance, user experience, and maintainability.

10. Dispute Resolution

In the event of a dispute arising from this agreement or the services provided:

1. Negotiation: Both parties will attempt to resolve the issue through direct communication
2. Mediation: If negotiation fails, a neutral third party may be engaged to mediate the dispute
3. Jurisdiction: Any disputes not resolved through mediation shall be governed by the laws of Telangana, India, and resolved in the courts of Telangana

Both parties agree to attempt resolution in good faith before pursuing legal action.

11. Client Responsibilities

The client agrees to:

• Provide timely feedback and approvals during development
• Supply all necessary content, assets, and information required for the project
• Ensure that all provided materials (logos, copy, images) do not infringe on third-party intellectual property rights
• Communicate any changes or new requirements in writing
• Maintain agreed-upon timelines for approvals and feedback

12. Contact and Inquiries

For contract negotiations, disputes, or formal inquiries related to these Terms of Service: