Terms of Service

CodeQuan provides custom software development services including, but not limited to, website development, mobile application development, enterprise software, ERP systems, and related consulting services (“Services”). The specific scope, timeline, and deliverables for each project are defined in a signed Statement of Work (“SOW”) or Project Agreement between you and CodeQuan.

We reserve the right to refuse or discontinue services to any party at our discretion, particularly where the requested work would violate applicable laws or our internal policies.

All projects require a signed SOW or Project Agreement before work commences. The SOW will specify:

• Project scope and deliverables.
• Timeline and milestone schedule.
• Payment amounts and schedule.
• Revision and change request terms.
• Ownership and IP assignment.

In the event of a conflict between these Terms and a signed SOW, the SOW shall prevail to the extent of the inconsistency.

• Provide accurate, complete, and timely project requirements, content, assets, and approvals.
• Designate a primary point of contact who has authority to make decisions about the project.
• Review and provide feedback on deliverables within the timeframes specified in the SOW.
• Ensure that all materials you provide (text, images, logos, data) are legally owned by you or properly licensed for use.
• Make payments in accordance with the agreed milestone schedule.

Delays caused by late client feedback, missing assets, or failure to fulfil the above responsibilities may result in adjusted delivery timelines. Such delays do not entitle you to a refund.

• Invoices are due within 7 calendar days of issuance, unless otherwise agreed in writing.
• Late payment may result in a suspension of work until the outstanding amount is settled. We reserve the right to charge interest at 1.5% per month on overdue amounts after a 14-day grace period.
• Payments made by bank transfer / NEFT / RTGS / UPI are preferred. Any bank charges incurred are the client's responsibility.
• GST is applicable as per prevailing Indian tax law and will be shown separately on invoices.

Refund terms are governed by our separate Refund Policy.

Both parties agree to keep confidential any proprietary or sensitive information disclosed during the project engagement (“Confidential Information”). This obligation survives termination of the project for a period of 3 years. Confidential Information does not include information that is publicly available, independently developed, or required to be disclosed by law.

CodeQuan warrants that:

• The Services will be performed in a professional and workmanlike manner by qualified personnel.
• Deliverables will substantially conform to the specifications in the signed SOW.
• The Work Product will not, to our knowledge, infringe any third-party intellectual property rights.

Except as expressly stated above, the Services are provided “as is” without warranties of any kind, whether express or implied, including fitness for a particular purpose or uninterrupted, error-free operation.

To the maximum extent permitted by applicable law, CodeQuan's total liability to you for any claim arising from or related to the Services shall not exceed the total fees paid by you to CodeQuan for the specific project giving rise to the claim in the 12 months preceding the claim.

In no event shall CodeQuan be liable for indirect, incidental, consequential, special, or punitive damages, including loss of profits, data, business opportunity, or goodwill, even if advised of the possibility of such damages.

Either party may terminate a project engagement by providing 14 days' written notice. In the event of termination:

• You are liable to pay for all work completed up to the termination date, in accordance with the milestone payment schedule.
• CodeQuan will deliver all completed Work Product to you upon receipt of payment for completed work.
• Refunds, if applicable, are governed by our Refund Policy.

CodeQuan may terminate immediately — without notice — if you breach these Terms, fail to make payment after a 14-day grace period, or engage in conduct that is unlawful or harmful.

You agree not to use our Services to:

• Develop software for illegal, fraudulent, or harmful purposes.
• Infringe upon the intellectual property, privacy, or other rights of third parties.
• Violate any applicable Indian or international laws or regulations.
• Engage in spamming, phishing, or other deceptive practices.

Neither party shall be liable for delays or failures caused by circumstances beyond their reasonable control, including natural disasters, power outages, internet disruptions, government orders, or pandemics. The affected party will notify the other as soon as reasonably practicable, and both parties will work in good faith to minimise the impact.

These Terms are governed by the laws of India. Any dispute arising from or related to these Terms or our Services shall first be subject to good-faith negotiation. If unresolved within 30 days, disputes shall be submitted to binding arbitration under the Arbitration and Conciliation Act, 1996, with the seat of arbitration in Kolkata, West Bengal, India.

We may update these Terms from time to time. Changes will be posted on this page with an updated effective date. Your continued use of our services after such changes constitutes acceptance of the revised Terms. For active project agreements, changes to Terms do not affect the signed SOW unless mutually agreed in writing.

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

These Terms, together with any signed SOW or Project Agreement, constitute the entire agreement between you and CodeQuan regarding the Services and supersede all prior discussions, representations, or agreements.

For questions about these Terms, please contact us:

• Email: hello@codequan.in
• Phone: +91 98744 40732
• Address: 58, Thakur Bari Sharoni, Belgharia, Kolkata, West Bengal 700083, India