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Terms & Conditions
These terms govern how we work together on engineering projects. Please read them carefully before engaging Rovix Dynamics.
1. Scope & Revisions
1.1 Defined Scope
Each project is bound by a written scope of work. Only items explicitly listed in the agreed scope, quotation, or proposal are considered in-scope. Any additional features or hardware are out-of-scope and require a separate change request and written approval.
1.2 Revisions
Minor adjustments such as small text changes, colour tweaks, or parameter tuning are typically included. Requests that require new architecture, additional subsystems, or significant design changes will be treated as new work and quoted separately.
1.3 Schedule
Delivery timelines are estimates based on information available at the time of scoping. Delays caused by component availability, shipping, access to third-party systems, late client feedback, or events outside our control may shift the schedule. See Section 8 (Force Majeure) for further terms.
2. Payment Terms
2.1 Advance
Projects require a non-refundable advance of 50% of the agreed project value before work begins and any materials are procured. This advance covers initial engineering time, component orders, and project setup.
2.2 Final Settlement
The remaining balance is due upon demonstration of the agreed deliverables (via remote demo or on-site review) and prior to final handover of source artefacts and hardware.
2.3 Handover
Source code, design files, and physical systems are released only after all outstanding invoices for the corresponding scope have been settled in full.
3. Warranty & Liability
3.1 Limited Warranty
We provide a 30-day warranty period from the date of final delivery sign-off, during which defects in our work — reproducible software bugs or manufacturing issues in supplied hardware — are corrected at no additional cost, within the agreed scope. Issues must be reported in writing within this 30-day window to be covered.
3.2 Warranty Exclusions
Warranty does not cover damage caused by misuse, modification by third parties, operation outside of specified conditions, or integration with unsupported systems or hardware.
3.3 Limitation of Liability
To the maximum extent permitted by law, our total liability for any claim arising from this engagement shall not exceed the total value paid by the client for the specific project in question. We are not liable for indirect, incidental, or consequential damages such as loss of revenue, data, or production resulting from the use or misuse of delivered systems.
4. Acceptance
4.1 Review Window
After delivery, you have a 14-day review period to validate that the deliverables meet the agreed scope. Issues raised in writing within this window will be addressed under the warranty terms in Section 3.1. Deliverables not formally disputed within 14 days are considered accepted.
4.2 Ongoing Work
Requests made after acceptance, or outside the warranty scope, are treated as new maintenance or enhancement work and will be scoped and quoted separately.
5. Intellectual Property
5.1 Ownership
Unless otherwise agreed in writing, we retain ownership of our underlying tools, frameworks, and reusable components. Rights to project-specific deliverables are transferred or licensed as specified in the contract after full payment has been received.
5.2 Portfolio Use
We may reference high-level descriptions of delivered work in our portfolio and marketing materials, without disclosing confidential information. If required, we can work under a separate NDA that restricts this default.
6. Confidentiality
All client-provided project data — including but not limited to design briefs, circuit schematics, CAD files, firmware source code, and proprietary hardware specifications — is treated as strictly confidential. Rovix Dynamics will not disclose, share, or repurpose such data beyond what is necessary to deliver the agreed scope.
Team members and sub-contractors involved in delivery are bound by confidentiality obligations. We are willing to execute a formal Non-Disclosure Agreement (NDA) upon request prior to commencement of work. Where an NDA is in place, it takes precedence over this clause in the event of any conflict.
7. Cancellation & Termination
7.1 Client Cancellation
If a project is cancelled by the client after work has commenced, payment is due for all work completed and materials procured up to the point of cancellation. The initial advance is non-refundable. Rovix Dynamics will provide a written accounting of work completed and costs incurred.
7.2 Rovix Withdrawal
We reserve the right to withdraw from a project if the client materially breaches these Terms — including non-payment, providing false project information, or requesting work that is unlawful. In such cases, payment is due for all work completed to date. We will provide reasonable written notice where possible.
7.3 Partial Deliverables
Deliverables completed at the time of cancellation or termination may be handed over at our discretion once all outstanding amounts have been settled.
8. Force Majeure
Neither party shall be liable for delays or failure to perform obligations arising from causes beyond their reasonable control, including but not limited to: natural disasters, government actions, supply chain disruptions, component shortages, pandemics, war, or internet infrastructure failures.
In such events, the affected party will provide prompt written notice. Project timelines will be extended by the duration of the force majeure event, and both parties will cooperate in good faith to resume work as soon as reasonably practicable. A force majeure event does not excuse payment obligations for work already completed.
9. Governing Law & Dispute Resolution
These Terms & Conditions are governed by and construed in accordance with the laws of India. Any disputes arising from or relating to these Terms shall be subject to the exclusive jurisdiction of courts in Thrissur, Kerala, India.
Prior to initiating formal proceedings, both parties agree to attempt resolution through good-faith negotiation for a period of not less than 30 days from the date one party notifies the other in writing of the dispute.
10. Acknowledgment
Engagement is confirmed when the client provides written acceptance of these Terms & Conditions via email, followed by payment of the project advance. Both together constitute a binding agreement between the client and Rovix Dynamics.
Last updated: 15 March 2025. These Terms are governed by the laws of India. Jurisdiction: Thrissur, Kerala, India.