Terms and Conditions of Service

• “Services” means website design, development, customization, and/or annual maintenance services provided by the Service Provider as described in the applicable Quotation/Invoice.
• “Project” means the specific website design and development engagement agreed upon between the Service Provider and the Client.
• “Deliverables” means the final website files, designs, and associated assets created specifically for the Client under the Project.
• “Quotation/Invoice” means the written estimate, price quote, or invoice issued by the Service Provider to the Client for a specific Project, which forms part of this Agreement.
• “Advance Payment” means the upfront, non-refundable payment made by the Client prior to commencement of work, as specified in the Quotation/Invoice.
• “Handover” means the point at which the Service Provider has delivered the completed website and/or provided the Client with access credentials, files, or a live deployed website, as further defined in Section 10.
• “Maintenance Services” means the ongoing support services described in Section 13, provided on an annual basis for a separate fee.
• “Third-Party Services” means any domain registrar, web hosting provider, plugin, theme, API, payment gateway, CMS platform (e.g. WordPress, Shopify, Wix, Lovable, or similar), or other external service not owned or controlled by the Service Provider.

2.1. The scope of work for each Project shall be as specifically described in the Quotation/Invoice or a written proposal shared with the Client (via email, WhatsApp text, or other written medium). Any service, feature, page, integration, or functionality not explicitly mentioned in the agreed scope is considered out of scope and will be treated as additional work chargeable separately.

2.2. Verbal discussions, informal conversations, or phone/cold-calls do not constitute a binding scope of work. Only the scope confirmed in writing (including via WhatsApp, email, or a signed quotation) shall be considered part of this Agreement.

2.3. The Service Provider reserves the right to determine the technical approach, tools, platforms, frameworks, and design methods used to deliver the Services, unless a specific platform is agreed upon in writing in advance.

3.1. All prices quoted to the Client are specific to the scope of work discussed at the time of quotation and are subject to change if the scope, complexity, timeline, or requirements change after the quotation is issued.

3.2. Prices are negotiated on a case-by-case basis and may vary between Clients depending on project complexity, urgency, and scope. A price quoted to one Client does not establish a precedent or entitlement for any other Client or future project.

3.3. All amounts specified in the Quotation/Invoice are exclusive of any applicable government taxes, duties, or levies unless explicitly stated otherwise, and such taxes (if applicable) shall be borne by the Client.

4.1. Advance Payment: Unless otherwise agreed in writing, the Client shall pay an advance/token payment of a percentage of the total Project cost (as specified in the Quotation/Invoice) before any design or development work commences. This Advance Payment is strictly non-refundable under any circumstances, including but not limited to a change of mind, cancellation by the Client, or dissatisfaction with progress, as it compensates the Service Provider for time blocked, planning, and initial work.

4.2. Balance Payment: The remaining balance of the total Project cost shall be paid by the Client prior to or immediately upon final Handover of the completed website, as specified in the Quotation/Invoice. The Service Provider reserves the right to withhold final Handover, source files, login credentials, and deployment of the live website until the full and final payment has been received in cleared funds.

4.3. Late Payment: If the Client fails to make the balance payment within 7 (seven) days of the Service Provider notifying the Client that the Project is ready for Handover, the Service Provider reserves the right to: (a) suspend all further work; (b) take the website offline if already deployed under the Service Provider's hosting/control; (c) charge a late payment fee; and/or (d) treat the Project as terminated by the Client under Section 14, with the Advance Payment forfeited and no obligation to deliver the Deliverables.

4.4. Mode of Payment: Payments shall be made via the mode(s) specified by the Service Provider (e.g., UPI, bank transfer). Any transaction charges, currency conversion fees, or bank charges levied on the payment shall be borne solely by the Client.

4.5. Proof of Payment: The Client is responsible for retaining proof of payment. In the event of a payment dispute or chargeback initiated by the Client through their bank, card network, or payment app after Services have been rendered in whole or in part, the Service Provider reserves the right to contest the dispute with all available evidence (including written communication, delivered files, and this Agreement) and to pursue recovery of any resulting losses, including chargeback fees, from the Client.

5.1. Given the custom, labor-intensive, and time-based nature of website design and development services, all payments made to the Service Provider are non-refundable once work has commenced, except as expressly stated in this Section.

5.2. No refund shall be provided under any of the following circumstances:

• The Client changes their mind about proceeding with the Project after the Advance Payment has been made.
• The Client is dissatisfied with subjective design preferences that fall within the originally agreed scope and brand direction, provided the Service Provider has offered the agreed number of revisions.
• The Client fails to provide necessary content, feedback, or approvals in a timely manner, causing delay or abandonment of the Project.
• The website has already been delivered, handed over, deployed live, and/or used by the Client in any capacity, including for even a single day.
• The Client's business, product, or service circumstances change (e.g., business closure, change in plans) after work has commenced.
• Any dissatisfaction is raised more than 2 (two) days after final Handover (see Section 10 – Acceptance).

5.3. In the sole discretion of the Service Provider, a partial refund of the balance payment already collected (excluding the non-refundable Advance Payment) may be considered only if the Service Provider is unable to deliver the Project at all due to reasons solely attributable to the Service Provider, and no usable Deliverables have been provided to the Client. Any such partial refund shall be reduced by the value of work already completed, calculated at the Service Provider's standard hourly/day rate.

5.4. The Client agrees that raising a payment dispute, chargeback, or forced reversal with a bank or payment provider in circumvention of this Refund Policy, where Services have already been rendered, constitutes a material breach of this Agreement and may be treated as such, including recovery of costs and losses.

6.1. The Client agrees to:

• Provide all necessary content (text, images, logos, branding material, product information, etc.) in a timely manner as reasonably requested by the Service Provider.
• Designate a single authorized point of contact for approvals and feedback. Approvals given by this point of contact shall be treated as final and binding on the Client, including where the Client is a business with multiple stakeholders, owners, or partners.
• Provide feedback and approvals within a reasonable time (defined as within 5 (five) business days of a request, unless otherwise agreed) to avoid delaying the Project.
• Ensure that all content, images, logos, trademarks, and materials provided to the Service Provider for use on the website are either owned by the Client or duly licensed for such use.
• Communicate all Project-related instructions, approvals, and change requests in writing (email, WhatsApp text, or equivalent) to maintain a clear record.

6.2. The Service Provider shall not be held responsible for any delay, error, or issue arising from the Client's failure to fulfil the responsibilities listed above.

7.1. The Client represents and warrants that any text, images, logos, videos, trademarks, or other material supplied to the Service Provider for use on the website (“Client Content”) is either originally owned by the Client or the Client holds valid rights/licenses to use and publish such material.

7.2. The Client agrees to defend, indemnify, and hold harmless the Service Provider from and against any and all claims, damages, losses, liabilities, costs, and legal expenses (including reasonable legal fees) arising out of or related to any third-party claim that the Client Content infringes upon any copyright, trademark, patent, right of privacy/publicity, or other intellectual property or proprietary right of any third party.

7.3. Where the Service Provider sources stock images, fonts, icons, or plugins on behalf of the Client using free or licensed third-party resources, the Client is responsible for ensuring continued compliance with the applicable third-party license terms after Handover, including any attribution requirements or paid license renewals.

8.1. The Quotation/Invoice for each Project shall specify the number of design/development revision rounds included in the quoted price. Unless otherwise specified, up to 2 (two) rounds of reasonable revisions are included.

8.2. Any revision requests beyond the included rounds, or any request that materially changes the original agreed design direction, structure, number of pages, or functionality (“Scope Creep”), shall be treated as additional work and billed separately at the Service Provider's applicable rate, to be quoted and agreed in writing before such additional work commences.

8.3. Requests for entirely new features, pages, integrations, or a change in the core purpose of the website after work has commenced shall be treated as a new Statement of Work requiring a fresh quotation and, where applicable, an additional advance payment.

9.1. Estimated delivery timelines will be communicated to the Client at the start of the Project. Such timelines are estimates and not guaranteed delivery dates, particularly where they depend on timely Client input.

9.2. Any delay caused by the Client (including delayed content submission, delayed feedback, delayed payment, or repeated changes in requirements) shall extend the Project timeline proportionately, and the Service Provider shall bear no liability whatsoever for delays arising from such Client-caused factors.

9.3. The Service Provider shall not be liable for delays caused by circumstances beyond its reasonable control, including but not limited to internet outages, power failures, illness, third-party platform downtime, or Force Majeure events as described in Section 18.

10.1. “Handover” is deemed complete when the Service Provider has delivered the completed website in the agreed format — whether by deploying it live on the Client's hosting, sharing the completed files, or providing access credentials to the Client — and has notified the Client in writing that the Project is complete.

10.2. Upon Handover, the Client shall have 2 (two) calendar days (“Acceptance Period”) to review the Deliverables and report, in writing, any specific defects or deviations from the originally agreed scope of work.

10.3. If the Client does not raise any written objection within the Acceptance Period, the Deliverables shall be deemed fully accepted by the Client, and no claims regarding the quality, completeness, or conformity of the Deliverables shall be entertained thereafter.

10.4. Minor cosmetic issues, browser-specific rendering differences, or subjective aesthetic preferences that fall within the originally agreed design brief do not constitute valid grounds for rejecting Handover or withholding payment.

11.1. Full ownership of the final website Deliverables created specifically for the Client shall transfer to the Client only upon receipt of full and final payment in cleared funds. Until such payment is received, all work-in-progress files, designs, and code remain the sole property of the Service Provider.

11.2. The Service Provider retains ownership of any pre-existing tools, frameworks, proprietary code snippets, templates, design systems, or reusable components that are not created uniquely for the Client, and grants the Client a non-exclusive license to use such elements solely as part of the delivered website.

11.3. Unless otherwise agreed in writing, the Service Provider reserves the right to showcase the completed Project (including screenshots, live links, and design elements) in its own portfolio, marketing materials, case studies, and social media, for the purpose of promoting its business.

11.4. Any third-party licensed assets (premium themes, plugins, stock photography, fonts, or paid subscriptions) used in the Project remain subject to the terms of the original third-party licensor, and ownership/transferability of such assets is governed by those third-party terms, not by this Agreement.

12.1. Unless explicitly agreed otherwise in writing, all costs relating to domain name registration/renewal and web hosting are the sole financial responsibility of the Client.

12.2. Where the Service Provider assists the Client in purchasing a domain name and/or hosting plan on the Client's behalf, such purchase is made using the Client's funds and/or reimbursed by the Client, and the Service Provider acts purely as a facilitator. The Client is strongly advised to register the domain and hosting account under the Client's own name, email address, and payment method to retain full control and ownership.

12.3. The Service Provider shall not be held liable for: (a) domain expiry or lapse due to non-renewal by the Client; (b) website downtime, data loss, or performance issues caused by the Client's chosen hosting provider; or (c) any third-party outages, security breaches, or service interruptions affecting the domain registrar or hosting company.

12.4. It is the Client's sole responsibility to renew the domain name and hosting subscription before expiry. The Service Provider is under no obligation to track, remind, or renew these on the Client's behalf unless this is explicitly included as a paid service under the Maintenance Services in Section 13.

13.1. Where the Client subscribes to annual Maintenance Services, such Services shall be limited strictly to what is specified in the applicable Quotation/Invoice, and shall generally include:

• Minor bug fixes and troubleshooting of functionality that was working correctly at the time of Handover.
• Minor text and image updates (subject to a reasonable request limit as specified in the Quotation/Invoice).
• Security and software updates for the platform/CMS used, where applicable.
• General monitoring and support communication during the maintenance period.

13.2. Maintenance Services do not include, and shall be billed separately, the following:

• Addition of new pages, new features, or new functionality not present at the time of Handover.
• Complete redesign or overhaul of the website's look and feel.
• Content writing/copywriting services beyond minor text edits.
• Recovery from issues caused by the Client's own actions, third-party plugin conflicts introduced by the Client, or unauthorized changes made by the Client or any third party to the website.
• Domain/hosting renewal fees (see Section 12).

13.3. The annual Maintenance Services fee is due in advance for each maintenance period and is non-refundable once the maintenance period has commenced, regardless of how many maintenance requests the Client actually utilizes during that period.

13.4. If the Client does not renew the Maintenance Services upon expiry of the then-current maintenance period, the Service Provider bears no further obligation to maintain, update, secure, or troubleshoot the website, and the Client assumes full responsibility for the website's continued operation and security.

14.1. The Client may terminate a Project at any time by providing written notice to the Service Provider. In such an event: (a) the Advance Payment already paid is forfeited and non-refundable; and (b) the Client shall additionally pay for any work completed beyond the Advance Payment amount, calculated on a pro-rata basis according to the proportion of work completed at the time of termination.

14.2. The Service Provider may terminate a Project with written notice if: (a) the Client fails to make payment as per the agreed schedule; (b) the Client fails to provide necessary content/feedback for a period exceeding 30 (thirty) days, causing the Project to stall; (c) the Client engages in abusive, threatening, or harassing conduct towards the Service Provider; or (d) the Client requests the Service Provider to engage in unlawful, unethical, or fraudulent activity.

14.3. Upon termination by either party, the Service Provider is under no obligation to deliver any incomplete Deliverables, source files, or credentials until all outstanding payments due up to the point of termination have been settled in full.

15.1. The Service Provider warrants that the Services will be performed with reasonable skill and care, consistent with generally accepted industry practices for freelance website design and development.

15.2. Except as expressly stated in this Agreement, the website and all Deliverables are provided “as is” and “as available”, without warranties of any kind, whether express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non-infringement.

15.3. The Service Provider makes no guarantee or warranty regarding: (a) specific business outcomes, including sales, leads, revenue, or conversions resulting from the website; (b) search engine rankings, search engine optimization (SEO) results, or visibility on Google or any other search engine, unless SEO services are explicitly purchased and scoped separately in writing; (c) compatibility with every possible browser, device, or screen size beyond standard modern browsers and common device sizes at the time of delivery; or (d) uninterrupted or error-free operation of the website following Handover, particularly where caused by third-party hosting, plugins, or Client-made changes.

16.1. To the maximum extent permitted by applicable law, in no event shall the Service Provider's total aggregate liability arising out of or relating to this Agreement or the Services — whether in contract, tort, negligence, or otherwise — exceed the total amount actually paid by the Client to the Service Provider for the specific Project giving rise to the claim.

16.2. In no event shall the Service Provider be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of business, loss of data, loss of goodwill, or business interruption, even if the Service Provider has been advised of the possibility of such damages.

16.3. The Service Provider shall not be liable for any loss or damage arising from: (a) the acts or omissions of any third-party service provider (hosting company, domain registrar, plugin developer, payment gateway); (b) unauthorized modifications made to the website by the Client or any third party after Handover; (c) the Client's failure to maintain regular backups after the maintenance relationship ends; or (d) misuse of the website by the Client or any third party.

16.4. To the maximum extent permitted by law, Service Provider's total aggregate liability for any claims, damages, or losses arising from or related to the Services or Deliverables shall be strictly limited to the total actual amount paid by the Client to the Service Provider for the specific Project in question. Under no circumstances shall Service Provider be liable for lost profits, lost revenue, indirect, or consequential damages.

17.1. Each party agrees to keep confidential any non-public business, financial, or technical information disclosed by the other party in connection with the Project, and to use such information solely for the purpose of fulfilling this Agreement, except where disclosure is required by law.

17.2. This confidentiality obligation shall not restrict the Service Provider's right to showcase the completed, publicly visible website in its portfolio as described in Section 11.3.

Neither party shall be held liable for any failure or delay in performing its obligations under this Agreement where such failure or delay results from circumstances beyond that party's reasonable control, including but not limited to acts of God, natural disasters, pandemics, government restrictions, internet or power infrastructure failures, or civil unrest. The affected party shall notify the other party as soon as reasonably possible and both parties shall work in good faith to resume performance once such circumstances have been resolved.

19.1. All binding Project decisions, approvals, scope confirmations, and change requests must be communicated in writing (email, WhatsApp text message, or other written medium). Purely verbal discussions over phone calls or in-person meetings shall not, on their own, be considered binding unless subsequently confirmed in writing.

19.2. The Service Provider reserves the right to rely on the last written instruction/approval received from the Client's designated point of contact as final, notwithstanding any later informal or verbal objection.

20.1. This Agreement shall be governed by and construed in accordance with the laws of India, without regard to its conflict of law provisions.

20.2. In the event of any dispute, controversy, or claim arising out of or relating to this Agreement, the parties shall first attempt to resolve the matter amicably through good-faith written negotiation for a period of at least 15 (fifteen) days.

20.3. If the dispute cannot be resolved amicably, it shall be subject to the exclusive jurisdiction of the competent courts at INDORE, MADHYA PRADESH, INDIA, and both parties consent to such jurisdiction.

21.1 Independent Contractor

The Service Provider is an independent contractor and not an employee, agent, partner, or joint venturer of the Client. Nothing in this Agreement creates an employment, partnership, or agency relationship between the parties.

21.2 Amendments

The Service Provider reserves the right to update or modify these Terms at any time. The version of these Terms in effect at the time a specific Quotation/Invoice is issued shall govern that Project, unless otherwise agreed in writing.

21.3 Severability

If any provision of this Agreement is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect, and the invalid provision shall be deemed modified to the minimum extent necessary to make it enforceable.

21.4 No Waiver

The failure of the Service Provider to enforce any right or provision of this Agreement shall not be considered a waiver of such right or provision, and shall not prevent the Service Provider from later enforcing that or any other right or provision.

21.5 Entire Agreement

These Terms, together with the applicable Quotation/Invoice, constitute the entire agreement between the parties with respect to the subject matter herein and supersede all prior verbal or written understandings, negotiations, or representations.

21.6 Assignment

The Client may not assign or transfer any rights or obligations under this Agreement without the prior written consent of the Service Provider. The Service Provider may subcontract parts of the work at its discretion while remaining responsible for overall delivery.

By engaging the Services of KABRA BUILDS in any manner — including requesting a quotation and proceeding with the Project, making an Advance Payment, providing content for the website, or accepting an invoice — the Client confirms that they have read, understood, and agree to be bound by these Terms and Conditions in full.

For any questions regarding these Terms and Conditions, please contact: