Project Terms, Payment & Delivery Policy

1. Acceptance of These Terms

These terms form part of every quotation, proposal, invoice, statement of work, work order, email confirmation, WhatsApp confirmation, support request and project engagement issued or accepted by Cswarn Technology®.

A client is considered to have accepted these terms upon the earliest of the following:

• making any advance, part, milestone, subscription, renewal or final payment;
• approving a quotation, proposal, estimate, invoice or statement of work;
• confirming the project through email, WhatsApp, CRM, support ticket or another written channel;
• providing project materials, credentials, instructions or approval to begin work; or
• using, testing, publishing, deploying or benefiting from any delivered work.

2. Scope of Work

Only the features, pages, modules, integrations, deliverables and services specifically listed in the approved quotation, proposal or written scope are included in the agreed price.

• Verbal discussions, demonstrations, reference websites, competitor examples and general expectations do not automatically become part of the scope.
• A reference website may be used only for functional or visual guidance. It does not mean an exact copy, identical performance or inclusion of every feature.
• Any omitted, newly requested or materially altered requirement will be treated as a change request.
• Where a requirement is ambiguous, Cswarn Technology may implement a reasonable standard interpretation consistent with the approved scope.

2A. Development Methodology & Technology Selection

Cswarn Technology is engaged to deliver the features, functionality, scope and final solution agreed with the client. Unless a particular development method is expressly included in the approved quotation, proposal or written scope, the selection of the technical implementation method remains a professional and operational decision of Cswarn Technology.

• Cswarn Technology may develop a project or any part of it from scratch, use its own existing or reusable modules, use open-source frameworks or libraries, procure commercially licensed source code, scripts, themes, plugins or modules, integrate third-party APIs or services, or use a combination of these approaches.
• The development approach may be selected on the basis of suitability, security, compatibility, maintainability, project requirements, available technology, budget and delivery timeline.
• If the client requires a specific programming language, framework, architecture, platform or exclusively from-scratch development, that requirement must be communicated before work begins and expressly included in the approved written scope.
• If no such restriction is agreed in writing, Cswarn Technology is not obligated to develop the project exclusively from scratch or to avoid legally licensed third-party components.
• A later request to replace an approved or suitable implementation with exclusively custom or from-scratch development may be treated as a change request and may result in revised pricing and delivery timelines.

2B. Commercially Licensed, Open-Source & Third-Party Components

Where technically appropriate and legally permitted, Cswarn Technology may use commercially available or open-source components as a foundation or part of a client project.

• Such components may include source-code packages, marketplace scripts, plugins, themes, SDKs, libraries, frameworks, templates, APIs, modules and other licensed technology.
• The use or purchase of an underlying component does not by itself mean that the client is merely being resold that component. Project services may include requirement analysis, configuration, customization, feature development, UI/UX changes, database work, integrations, testing, debugging, deployment, security configuration, performance work, project management and support.
• Cswarn Technology will not claim ownership of third-party intellectual property. Third-party components remain subject to the rights, restrictions and licence terms of their respective owners or providers.
• Any licence or usage rights available to the client for a third-party component are limited to the rights lawfully available under the applicable licence and the project agreement.
• Where a particular third-party licence requires a separate client licence, account, subscription, renewal or fee, the client may be required to obtain or maintain it.

2C. Project Price vs. Component Cost

The agreed project price represents Cswarn Technology's commercial price for the complete scope, professional services, implementation responsibility and agreed deliverables. It is not calculated solely by reference to the purchase price of any individual software component used during development.

• Project pricing may reflect analysis, customization, engineering effort, technical expertise, design, integrations, testing, debugging, deployment, project management, support, delivery responsibility, business risk and other resources required for the engagement.
• The retail, marketplace, licence or procurement price of an underlying component does not automatically determine, reduce or invalidate the project price accepted by the client.
• Cswarn Technology is not required to disclose its internal procurement costs, vendor invoices, margins, resource costs or implementation economics unless disclosure is required by law or expressly agreed in writing.
• A client's later discovery that a project uses or incorporates a commercially available, open-source or third-party component does not by itself constitute resale, overcharging, misrepresentation or failure to provide development services, provided its use is lawful and does not breach an express written project commitment.
• The client's payment obligations remain governed by the approved quotation, proposal, invoice, milestones and scope of work.

3. Pricing, Estimates and Taxes

• Prices are based on the information, scope and assumptions available when the quotation is prepared.
• Unless expressly stated, quotations exclude GST, government charges, payment gateway fees, platform fees, third-party subscriptions, travel, physical goods and out-of-pocket expenses.
• A quotation is valid only for the validity period stated in it. After expiry, pricing and timelines may be revised.
• Any mistake, omission or technical dependency discovered after approval may require a revised estimate where it materially changes the effort or cost.
• Discounts, concessions or bundled pricing are project-specific and do not establish a precedent for future work.

4. Advance Payment and Project Start

• Work begins only after the agreed advance payment is received and the project requirements are sufficiently confirmed.
• The advance reserves development capacity, covers discovery, planning, setup and initial execution, and is generally non-refundable once work or resource allocation begins.
• Any tentative start date communicated before payment is not guaranteed.
• If the client delays the advance or required information, the project may be rescheduled according to current team availability.

5. Milestone and Progress Payments

Where a project is divided into stages, each milestone payment becomes due when the corresponding stage is completed, substantially completed, demonstrated, shared for review or made available for testing, as stated in the quotation or project communication.

• A milestone payment cannot be withheld because unrelated future work is still pending.
• Minor issues that do not prevent normal testing or use do not suspend the payment obligation.
• Partial payment against an invoice does not change the invoice value, scope or remaining due amount.
• Payment of a milestone confirms commercial acceptance of the work completed up to that stage, except for defects reported within the agreed testing period.
• Cswarn Technology may request payment based on measurable project progress even where the client has delayed review, content, approvals or access.

6. Invoice Due Dates and Payment Method

• Invoices must be paid on or before the due date shown on the invoice or otherwise confirmed in writing.
• The client is responsible for using the correct bank account, UPI, payment link or approved payment method.
• Payment is considered received only after cleared funds are credited and identifiable in the designated account.
• Bank processing delays, payment gateway holds, failed transfers or internal approval delays on the client’s side do not extend the due date unless accepted in writing.
• The client must promptly share payment proof and invoice references where required for reconciliation.

7. Delayed or Non-Payment

If any amount becomes overdue, Cswarn Technology may, without liability:

• pause development, design, testing, support, deployment or communication;
• withhold source code, builds, credentials, documentation, backups or migration;
• remove the project from active scheduling and reassign resources;
• suspend hosted services, licenses, APIs or maintenance under Cswarn Technology’s control where legally and technically permissible;
• revise the delivery timeline and restart date;
• charge reasonable reactivation, remobilisation or recovery costs where applicable; and
• pursue recovery through notices, mediation, arbitration, civil proceedings or other lawful remedies.

The project timeline automatically extends for the full period of payment delay, plus reasonable remobilisation time.

8. Client Responsibilities

The client must provide accurate and lawful information, content, approvals, access and cooperation necessary for delivery, including where applicable:

• logos, brand assets, text, images, videos and product details;
• domain, hosting, server, repository, app store and cloud credentials;
• API documentation, API keys, sandbox access and third-party approvals;
• timely testing, consolidated feedback and authorised decisions;
• legal notices, licences, consents and regulatory permissions relevant to the client’s business; and
• backup copies of client-owned data before migration, update or deployment.

Cswarn Technology is not responsible for delays, defects or losses caused by incomplete, inaccurate, infringing, unlawful or late client materials.

9. Timelines and Delivery Estimates

Project timelines are reasonable estimates unless a fixed deadline is expressly accepted in a signed written agreement.

Timelines may extend due to:

• late payments, feedback, content, credentials or approvals;
• change requests or expanded scope;
• third-party API, hosting, platform, app store or vendor delays;
• technical limitations discovered during implementation;
• security incidents, infrastructure outages or force majeure events; or
• unavailability of the client’s authorised decision-maker.

A delay caused wholly or partly by the client or a third party will not be treated as a breach by Cswarn Technology.

10. Change Requests and Additional Work

• Any new feature, redesign, workflow change, integration, data import, report, automation, role, screen, revision beyond the agreed limit or change to an approved item may be chargeable.
• Cswarn Technology may provide a separate quotation, revised milestone or time-and-material estimate.
• Work on a change request begins only after written approval and any requested advance payment.
• A change request may affect the entire project schedule, including previously communicated launch dates.
• Emergency work, weekend work, expedited delivery or priority allocation may carry additional charges.

11. Review, Testing and Deemed Approval

• The client must test each milestone and report reproducible issues in writing within 7 calendar days of delivery or access, unless another period is agreed.
• Feedback should be consolidated and submitted through an authorised contact to avoid conflicting instructions.
• If no material issue is reported within the review period, the milestone will be treated as accepted.
• Use in production, public launch, client sharing, commercial use or payment of the milestone also constitutes acceptance.
• Issues reported after acceptance may be handled under warranty, maintenance or a paid support arrangement, depending on their nature.

12. Final Delivery and Handover

Unless expressly included earlier, final handover occurs only after all invoices and approved additional charges are paid in full.

Final handover may include, as applicable:

• production deployment or migration;
• source code or repository access;
• database export or backup;
• admin, server, hosting or cloud credentials;
• APK, AAB, IPA, desktop build or deployment package;
• technical documentation specifically included in scope; and
• transfer of client-owned accounts or assets under Cswarn Technology’s control.

Development environments, internal tools, reusable libraries, proprietary frameworks, test credentials, internal notes and unrelated code are not included unless expressly agreed.

13. Intellectual Property and Ownership

• Until full payment, all project work, code, designs, documentation and deliverables remain owned or controlled by Cswarn Technology.
• After full payment, the client receives the ownership or licence expressly stated in the quotation or agreement for the final approved deliverables.
• Cswarn Technology retains ownership of pre-existing code, generic modules, reusable components, know-how, templates, libraries, tools, frameworks and methods used across projects.
• Open-source software and third-party components remain governed by their respective licences.
• The client may not resell, sublicense, copy or distribute Cswarn Technology’s proprietary reusable components beyond the agreed project rights.

14. Delivery Team and Technical Resources

To deliver projects efficiently and maintain appropriate technical capability, Cswarn Technology may use or assign employees, developers, designers, consultants, freelancers, specialist resources, partner teams, infrastructure providers, authorised service providers, automation systems and artificial intelligence tools.

• Such resources operate under Cswarn Technology’s project direction, quality controls, confidentiality requirements and commercial arrangements.
• The client’s contractual relationship remains with Cswarn Technology unless a separate written agreement expressly states otherwise.
• Cswarn Technology remains responsible for project management, official communication, invoicing and the agreed delivery obligations.
• The selection, replacement, allocation and management of resources are internal operational decisions.
• The client has no right to directly instruct, hire, solicit, contract with or make payments to any assigned resource without Cswarn Technology’s written permission.

15. Confidential Internal Delivery Model

Cswarn Technology’s internal staffing, cost structure, vendor arrangements, partner terms, resource rates, margins, workflows, tools, allocation methods and execution strategy are confidential business information.

• The agreed client price is based on value, scope, responsibility, risk, management, support and delivery obligations, not solely on the cost of any individual resource.
• Cswarn Technology is not required to disclose internal vendor names, resource compensation, partner invoices, subcontract terms, margins or procurement details unless legally required or expressly agreed in writing.
• The client may not use knowledge of an assigned resource or service provider to bypass Cswarn Technology or renegotiate agreed commercial terms.

16. Third-Party Services and Charges

Domains, hosting, cloud storage, SMS, WhatsApp API, payment gateways, email services, maps, app stores, SSL, plugins, themes, stock assets, AI services and other external products may be required.

• Third-party charges are separate unless expressly included in writing.
• Such charges may change without notice and are generally non-refundable once purchased, activated or committed.
• The client is responsible for complying with third-party terms, KYC, DLT, app store, payment gateway and regulatory requirements.
• Cswarn Technology does not guarantee approval, uptime, pricing, policy continuity or performance of third-party services.
• Where Cswarn Technology purchases a third-party service for the client, reimbursement may be required in advance.

17. Warranty, Support and Maintenance

• Any included warranty period covers reproducible defects in delivered functionality that materially differs from the approved scope.
• Warranty does not include new features, preference changes, content changes, third-party failures, server issues, misuse, unauthorised changes, malware, outdated dependencies or changes made by others.
• Ongoing updates, monitoring, backups, security maintenance, content management and operational support require a separate maintenance plan unless included.
• Support response time is not the same as resolution time. Resolution depends on severity, access, reproducibility and third-party dependencies.

18. Project Inactivity, Hold and Reactivation

• If the client does not provide required feedback, payment, content or access for 30 consecutive days, the project may be marked On Hold.
• If inactivity continues for 90 days, the original schedule, resource availability and quotation may no longer apply.
• Reactivation may require payment of all dues, a revised estimate, updated technical review and a reactivation charge.
• Cswarn Technology is not required to preserve temporary environments, trial services or assigned capacity indefinitely.

19. Cancellation and Termination

• The client may request cancellation in writing, but payments already earned, work completed, resources reserved and third-party commitments remain payable.
• Advances and milestone payments are generally non-refundable after work, planning, allocation or procurement begins.
• Cswarn Technology may terminate or suspend an engagement for non-payment, unlawful use, abusive conduct, security risk, repeated breach or failure to cooperate.
• Upon termination, the client must pay for completed work, approved changes, committed costs and outstanding invoices.
• No source code, credentials, licence or unfinished work is required to be handed over until all applicable dues are cleared.

20. Refunds

Refunds are governed by the applicable quotation and Cswarn Technology Refund Policy. Because custom development involves reserved time, professional services and non-recoverable effort, payments are generally non-refundable once work or resource allocation begins.

• No refund is due for completed, demonstrated, accepted or usable work.
• No refund is due because the client changes business plans, loses funding, changes management or no longer requires the project.
• Third-party costs, licences, subscriptions, domains, hosting, gateway charges and taxes are non-refundable to the extent already incurred.
• Any approved refund may be reduced by completed work, expenses, transaction fees, taxes and administrative costs.

21. Chargebacks and Payment Reversals

• The client must first raise any billing dispute directly with Cswarn Technology and allow a reasonable opportunity to review and resolve it.
• An unjustified chargeback, payment reversal or false fraud claim may be treated as a material breach.
• Cswarn Technology may suspend all services and submit project records, approvals, access logs, communications, invoices and delivery evidence to the payment provider or competent authority.
• The client remains liable for valid dues, recovery costs and losses caused by an improper reversal, subject to applicable law.

22. Confidentiality and Data

• Each party should protect non-public business, technical and commercial information received from the other.
• The client must not share development credentials, source code, confidential proposals or internal communication with unauthorised persons.
• Cswarn Technology may access client systems and data only as reasonably required to perform the services.
• The client is responsible for maintaining lawful backups and for identifying data requiring special handling before access is provided.

23. Limitation of Liability

To the maximum extent permitted by applicable law, Cswarn Technology will not be liable for indirect, incidental, special, punitive or consequential loss, including loss of profit, business opportunity, goodwill, data or anticipated savings.

Cswarn Technology is not liable for loss caused by client delay, inaccurate instructions, third-party platforms, hosting failures, cyber incidents beyond reasonable control, unauthorised modifications, illegal content or failure to maintain backups.

Where liability cannot be excluded, the aggregate liability relating to a specific project will not exceed the amount actually paid to Cswarn Technology for the affected service during the six months preceding the event, subject to applicable law.

24. Force Majeure

Cswarn Technology will not be responsible for delay or failure caused by events beyond reasonable control, including natural disaster, fire, flood, epidemic, war, civil disturbance, government action, internet or electricity outage, cloud failure, cyberattack, labour disruption or failure of a critical third-party provider.

25. Official Communication and Authorised Contacts

• Email, WhatsApp, CRM messages, support tickets, invoices and written approvals may be relied upon as project records.
• The client must identify authorised decision-makers. Instructions from an authorised contact may be treated as binding.
• Verbal discussions do not override written scope, price, payment terms or approvals unless confirmed in writing.
• Cswarn Technology may refuse contradictory instructions until the client provides one consolidated authorised decision.

26. Dispute Resolution and Jurisdiction

• Both parties should first attempt to resolve disputes through written communication and good-faith discussion.
• Where appropriate, the parties may agree to mediation or arbitration in Delhi, India.
• These terms are governed by the laws of India.
• Subject to applicable law and any agreed arbitration clause, courts of competent jurisdiction in Delhi will have jurisdiction.

27. Policy Updates and Severability

• Cswarn Technology may update this policy for future engagements or renewals by publishing a revised version.
• The version accepted with a quotation or payment will continue to govern that engagement unless both parties agree otherwise.
• If any provision is held invalid or unenforceable, the remaining provisions will continue in effect.
• Failure to enforce a provision immediately does not waive the right to enforce it later.