These General Terms & Conditions ("Terms") shall govern all quotations, proposals, estimates, Statements of Work ("SOW"), Purchase Orders ("PO"), Work Orders ("WO"), invoices, agreements, subscriptions and services provided by Oacer Web Services ("Company", "Oacer", "We", "Us", "Our") to its client ("Client", "Customer", "You"). Acceptance of any quotation, proposal, invoice, commencement of work, issuance of a Purchase Order or Work Order, written confirmation by electronic means, or payment of any amount shall constitute unconditional acceptance of these Terms.

1. Scope of Services

The Company provides services including but not limited to website design and development, custom software development, SaaS applications, mobile application development, digital marketing, search engine optimization, branding, UI/UX design, cloud services, technology consulting, drone photography and videography, aerial inspections, automation solutions, maintenance and support.

Only those services expressly described in the accepted quotation or Statement of Work shall form part of the contractual scope. Any service, functionality, deliverable or activity not specifically included shall be deemed excluded unless otherwise agreed in writing.

2. Commencement of Work

The Company shall commence work only upon receipt of one or more of the following:

(a) Purchase Order (PO);

(b) Work Order (WO);

(c) Signed proposal or agreement;

(d) Written confirmation through official email;

(e) Agreed advance payment.

The Company reserves the right to postpone commencement where any prerequisite remains incomplete.

3. Client Obligations

The Client shall provide accurate, complete and timely information required for execution of the Services, including without limitation logos, branding material, content, images, videos, product information, access credentials, hosting details, API credentials, domain access, approvals, licences and other project assets.

The Client warrants that all material supplied is lawfully owned or licensed and does not infringe the rights of any third party.

Any delay in providing information, approvals or required assets shall automatically extend the project schedule without liability upon the Company.

4. Project Scope and Change Requests

The Services shall be performed strictly in accordance with the approved quotation or Statement of Work.

Any request for additional features, modifications, redesign, workflow changes, integrations, content revisions, platform migration, database changes, functionality enhancements or business requirement alterations after commencement shall constitute a Change Request.

The Company shall have the sole discretion to determine whether any requested work falls within the original scope or constitutes a Change Request requiring revised commercial terms, timelines and approval.

No Change Request shall be implemented unless approved by both parties.

5. Website Development

Unless specifically stated otherwise, website development includes only the features expressly mentioned within the quotation.

The following are excluded unless separately quoted:

• Content writing
• Product uploads
• Graphic design beyond approved scope
• Photography
• Translation
• Third-party software licences
• Premium plugins
• Payment gateway charges
• SMS or email gateway costs
• API subscription fees
• Hosting and domain registration charges

Compatibility with future browser releases, operating systems, plugin updates or third-party software modifications shall not form part of the original scope unless covered under a maintenance agreement.

6. Software Development and SaaS Services

Software shall be developed in accordance with the approved functional requirements.

Unless otherwise agreed, the Company shall retain complete discretion regarding software architecture, technology stack, frameworks, databases, infrastructure, deployment methodology, hosting environment, security practices, coding standards and development workflow.

The Client acknowledges that software development is an iterative process and that minor interface or technical modifications may be introduced where reasonably necessary to improve stability, security or performance.

Subscription-based SaaS products shall remain subject to the Company's applicable subscription policies, pricing revisions, maintenance windows and usage limitations.

7. Digital Marketing Services

The Company shall perform digital marketing services using commercially reasonable skill and accepted industry practices.

The Company does not warrant or guarantee:

• First-page search rankings;
• Specific keyword positions;
• Number of leads;
• Increase in revenue;
• Sales conversions;
• Social media growth;
• Website traffic;
• Return on advertising expenditure.

Search engine algorithms, advertising platforms, social media policies and third-party platform decisions remain outside the Company's control.

Advertising spend payable to Google, Meta, LinkedIn, Microsoft or any advertising platform shall be borne exclusively by the Client unless otherwise agreed.

8. Drone Photography and Videography

Drone operations shall remain subject to applicable laws, DGCA regulations, airspace restrictions, weather conditions, aviation advisories, safety requirements and local governmental permissions.

The Company reserves the right to postpone, modify or cancel aerial operations where conditions are unsafe or legally restricted.

The Client shall obtain all permissions, location access approvals and property authorisations unless expressly agreed otherwise.

Where flights are cancelled due to adverse weather, government restrictions or safety concerns, revised schedules shall be mutually agreed.

9. Consulting Services

Consulting services are advisory in nature.

All recommendations provided by the Company are based upon information available at the time of engagement.

Implementation decisions and commercial outcomes shall remain solely the responsibility of the Client.

The Company shall not be liable for business losses arising from implementation or non-implementation of any recommendation.

10. Timelines

Any delivery schedule provided by the Company shall constitute a reasonable estimate only.

Delivery dates shall automatically stand extended where delays arise due to:

• delayed approvals;
• delayed payments;
• client dependency;
• third-party service providers;
• change requests;
• force majeure;
• government restrictions;
• technical dependencies.

11. Review and Acceptance

Upon delivery, the Client shall review the deliverables and communicate acceptance or consolidated feedback within seven (7) business days.

Failure to provide written objections within the above period shall constitute deemed acceptance.

Subsequent requests outside the approved scope may be treated as chargeable work.

12. Payment Terms

Unless otherwise agreed:

• Advance payments are non-refundable once project execution commences.
• Invoices shall be payable on or before the due date.
• Final payment shall become due within fifteen (15) calendar days of delivery.
• The Company reserves the right to suspend services for overdue payments.

Interest on overdue invoices may be charged at the maximum rate permitted under applicable law.

The Client shall not withhold payment on account of disputes relating to unrelated portions of the Services.

13. Intellectual Property

All concepts, source code, software, databases, documentation, graphics, designs, videos, animations, drone footage, reports, strategies and other work products developed by the Company shall remain the exclusive property of the Company until all outstanding invoices have been paid in full.

Ownership of deliverables expressly agreed to be transferred shall vest in the Client only upon full settlement of all dues.

The Company may reuse its proprietary tools, libraries, templates, methodologies and know-how across multiple engagements.

14. Confidentiality

Each party agrees to maintain the confidentiality of proprietary information disclosed during the course of the engagement.

Neither party shall disclose confidential information except where required by law or with prior written consent.

15. Third-Party Services

The Company shall not be responsible for interruptions, failures, security incidents or service degradation arising from hosting providers, cloud vendors, registrars, payment gateways, APIs, artificial intelligence services or other third-party providers.

The Client acknowledges that such services remain governed by the respective third-party terms.

16. Warranty

The Company warrants that the Services shall substantially conform to the agreed specifications upon delivery.

The warranty shall not extend to issues arising from:

• client modifications;
• third-party updates;
• hosting changes;
• malware;
• hacking;
• unsupported software;
• browser updates;
• operating system changes;
• misuse of the deliverables.

17. Limitation of Liability

To the fullest extent permitted by law, the Company's aggregate liability arising out of any engagement shall not exceed the total professional fees actually received by the Company for the specific Services giving rise to such claim.

Under no circumstances shall the Company be liable for indirect, incidental, consequential, punitive or special damages including loss of revenue, profits, goodwill, business opportunity or data.

18. Suspension and Termination

The Company may suspend or terminate the Services upon written notice where the Client:

(a) fails to make payment;

(b) materially breaches these Terms;

(c) engages in unlawful conduct;

(d) provides false information;

(e) obstructs project execution.

Upon termination, all work completed up to the effective date shall become immediately payable.

19. Portfolio Rights

Unless expressly prohibited through a separate written Non-Disclosure Agreement, the Company may display completed work, screenshots, drone footage, logos, project summaries and related materials within its portfolio, website, social media channels, presentations and marketing materials.

20. Force Majeure

Neither party shall be liable for delays arising from events beyond reasonable control including acts of God, pandemics, cyber incidents, governmental actions, strikes, civil unrest, power failures, internet outages, natural disasters or failures of third-party infrastructure.

21. Governing Law

These Terms shall be governed by and construed in accordance with the laws of India.

Subject to applicable law, the courts at Hyderabad, Telangana shall have exclusive jurisdiction over any dispute arising from these Terms.

22. General Provisions

The Company reserves the right to adopt commercially reasonable methods, technologies and project management practices necessary for successful completion of the Services.

The Company's interpretation of technical specifications, implementation methodology, software architecture, security standards, quality benchmarks, defect classification and scope of work shall prevail in the event of ambiguity, provided such interpretation is reasonable, consistent with the accepted quotation or Statement of Work and made in good faith.

No waiver by the Company of any breach shall constitute a waiver of any subsequent breach.

If any provision of these Terms is declared invalid or unenforceable, the remaining provisions shall continue in full force and effect.

These Terms, together with the accepted quotation, Statement of Work, Purchase Order, Work Order and any written amendments executed by both parties, constitute the entire agreement between the parties and supersede all prior discussions, representations or understandings relating to the Services.