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LEGAL AGREEMENT

Terms and Conditions

The terms governing use of this website and the consulting, custom software development, SaaS engineering, and digital communication services provided by Thinkvistar LLP.

1. Agreement & Acceptance

This is a legally valid agreement between Thinkvistar LLP ("we", "us", or "our") and you ("Client", "User", or "you") that lays out the terms and conditions for the use of this website and all services offered under the Thinkvistar LLP name. By accessing this website, requesting a technical proposal, creating an account on any platform we operate, or entering into a Statement of Work (SOW) with us, you agree to be bound by these Terms and Conditions. If you do not agree, please do not use our website or services. Please read this agreement carefully.

  • These Terms are governed by the laws, rules, and regulations of the Republic of India.
  • All notices, approvals, and acceptances under this agreement are considered as written and duly signed once they are electronically confirmed (for example, by email, WhatsApp, or acceptance through a project portal).
  • If you are accepting on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms.

2. Scope of Services

Our services include SaaS product engineering, headless CMS implementation, web and mobile application development, custom software engineering, UI/UX design, cloud and DevOps setup, API and real-time integrations, AI automation, and ongoing technical support. Where a platform we build or host enables you to send SMS, email, WhatsApp, or push notifications to end users, that messaging capability is also covered by these Terms. The specific deliverables, timelines, and fees for each engagement are defined in a mutually executed project agreement or SOW.

3. Accounts & User Responsibility

Where we provide you with an account, dashboard, admin panel, or API credentials, you are solely responsible for maintaining the confidentiality of those credentials and for all acts or omissions that occur under your account, including the content of any messages transmitted through the service. You agree to notify us immediately of any unauthorized use. We are not responsible for losses arising from your failure to safeguard your login details or from actions taken by persons you have given access to.

4. Service Usage Policy

You agree to abide by all applicable local, national, and international laws and regulations while using our website, platforms, and services. The utilization of any messaging or communication service delivered by us is subject to the following conditions:

  • Any illegal use of the services is strictly prohibited.
  • Messages or content containing sexual, racist, abusive, or discriminatory material, or any usage that may be considered harassment, is prohibited and you will be held solely responsible for it. Thinkvistar does not assume any liability for the content of messages sent by you or on your behalf.
  • You guarantee that the content you transmit always respects, and does not in any way conflict with, fundamental human rights (including the right to privacy and the prohibition of discrimination on any ground such as sex, race, colour, language, religion, political or other opinion, or national or social origin) and complies with Intellectual Property laws.
  • For SMS and voice communication in India, you are responsible for complying with TRAI regulations, including DLT registration of your entity, sender IDs, and message templates, and for honouring DND (Do Not Disturb) preferences.
  • You will use the services only for professional and business purposes.

5. Prohibited Uses

You accept that the services are provided for professional use only and you agree not to use them, or any software we deliver, to:

  • Promote alcohol, tobacco, gambling, betting, adult content, dating services, or any form of deception or fraud.
  • Send unsolicited messages (mobile spam, email spam, or bulk promotional messages to recipients who have not opted in).
  • Impersonate any person or organization, spoof sender identities, or misrepresent your affiliation.
  • Transmit malware, phishing links, viruses, or any code designed to disrupt, damage, or gain unauthorized access to systems or data.
  • Collect, store, or process personal data of third parties without lawful basis and consent.
  • Reverse engineer, resell, sublicense, or exploit our proprietary tools, frameworks, or hosted platforms without written permission.
  • Attempt to bypass rate limits, security controls, or usage quotas of any service we operate.
  • Engage in any activity that violates applicable law, including the Information Technology Act, 2000 and the rules made thereunder.

We reserve the right to suspend or terminate access immediately, without notice or refund, if we reasonably believe you have breached this section.

6. Proposals, Estimates & Statements of Work

All project timelines, cost estimates, and deliverables described on this portfolio, in the online estimator, or in preliminary proposals are indicative only and are subject to formal confirmation in an executed Statement of Work. Any modifications to project scope requested during development will be documented and billed according to agreed-upon change order procedures. Estimates are valid for thirty (30) days from the date issued unless stated otherwise.

7. Client Obligations & Collaboration

Successful project execution relies upon timely communication. The Client agrees to provide necessary access credentials, brand assets, API documentation, content, feedback, and staging approvals in a timely manner, and to designate a single point of contact authorized to make decisions. Delays in providing necessary input may result in corresponding milestone timeline adjustments. You are responsible for the accuracy and legality of all materials you supply to us.

8. Payment Terms & Invoicing

Invoices are issued according to project milestones (for example, initial sprint deposit, design sign-off, staging demo, and final production handover) or periodic retainer schedules as outlined in your SOW.

  • Invoices are payable within fourteen (14) days of receipt unless otherwise agreed in writing.
  • All fees are exclusive of applicable taxes, including GST, which will be added to invoices as required by Indian law.
  • Overdue invoices may attract interest at 1.5% per month (or the maximum rate permitted by law), and we may pause work, withhold deliverables, or suspend hosted services until payment is received.
  • Third-party costs (cloud hosting, domain names, SMS or email gateway credits, paid APIs, licences) are billed at actual cost unless included in the SOW.

9. Cancellation & Refunds

Either party may cancel an engagement with fourteen (14) days' written notice. Upon cancellation, the Client is liable for all work completed and expenses incurred up to the effective date of cancellation. Initial deposits and milestone payments for completed phases are non-refundable. Prepaid messaging credits, subscription fees, and third-party service charges are non-refundable once consumed or purchased on your behalf. Any refund that is agreed to in writing will be processed within thirty (30) days to the original payment method.

10. Intellectual Property Rights

Unless otherwise specified in writing in a specific SOW: upon full receipt of agreed payment, all bespoke source code, visual assets, database schemas, and customized software developed specifically for the Client will become the exclusive property of the Client. Thinkvistar LLP retains all rights to pre-existing generic libraries, proprietary developer utilities, frameworks, and know-how, and grants the Client a non-exclusive, perpetual licence to use these as embedded in the delivered work. Thinkvistar LLP retains the non-exclusive right to display completed project summaries, screenshots, and the Client's name and logo in its portfolio and marketing materials, unless a non-disclosure agreement (NDA) explicitly prohibits it. The Thinkvistar LLP name, logo, and website content are our property and may not be used without permission.

11. Confidentiality & Non-Disclosure

Both parties agree to treat all non-public information, proprietary business workflows, customer data, credentials, and technical specifications disclosed during the engagement with strict confidentiality. Neither party will disclose such information to third parties without prior written consent, except as required by law. This obligation survives the termination of any engagement for a period of three (3) years, and indefinitely for trade secrets and personal data.

12. Third-Party Services & Integrations

Our solutions frequently rely on third-party services such as cloud hosting providers, payment gateways, SMS/email/WhatsApp gateways, telecom operators, and external APIs. These services are governed by their own terms and availability. We are not responsible for outages, delivery failures, pricing changes, policy changes, or data handling practices of such third parties. Message delivery through telecom networks cannot be guaranteed and may be subject to carrier filtering, regulatory blocking, or network delays.

13. Warranties, Support & Limitation of Liability

We warrant that all software delivered will substantially conform to the agreed technical specifications for a period of thirty (30) days following production release, during which we will correct reproducible defects at no additional cost. Beyond this period, support and maintenance are available under a separate agreement. Except as expressly stated, the services and website are provided "as is" without warranties of any kind, whether express or implied, including fitness for a particular purpose or uninterrupted availability.

  • To the maximum extent permitted by law, Thinkvistar LLP is not liable for any indirect, incidental, special, or consequential damages, loss of profits, loss of data, or business interruption, including those resulting from third-party hosting outages, upstream API or telecom changes, or unauthorized Client code alterations.
  • Our total aggregate liability arising out of any engagement shall not exceed the fees paid by the Client to Thinkvistar LLP for that engagement in the six (6) months preceding the claim.
  • We assume no liability for the content of messages, communications, or data transmitted by you or your users through any platform we build, host, or operate.

14. Indemnification

You agree to indemnify, defend, and hold harmless Thinkvistar LLP, its team members, and its partners from and against any claims, damages, penalties, losses, and expenses (including reasonable legal fees) that may arise from third parties as a result of: (a) the content of messages or materials sent, uploaded, or published by you or your users; (b) your breach of these Terms or of any applicable law or regulation, including TRAI or data protection rules; (c) your infringement of any third party's intellectual property or privacy rights; or (d) any unauthorized use of your account.

15. Suspension & Termination

We may suspend or terminate your access to any hosted service, account, or website feature, with or without notice, if you breach these Terms, fail to pay outstanding invoices, or if your use creates legal, security, or reputational risk for Thinkvistar LLP or its telecom and hosting partners. Upon termination, your right to use the services ceases immediately. Sections relating to payment, intellectual property, confidentiality, limitation of liability, indemnification, and governing law survive termination.

16. Changes to These Terms

We reserve the right to modify these Terms and Conditions at any time. Updated terms will be posted on this page with a revised "Last Updated" date, and material changes affecting active engagements will be communicated by email. Your continued use of the website or services after such changes constitutes acceptance of the revised Terms.

17. Governing Law & Dispute Resolution

These Terms and Conditions shall be governed by and construed in accordance with the laws of India, without regard to conflict of law principles. Any dispute arising out of or in connection with this agreement will first be resolved through good-faith negotiation between the parties. If unresolved within thirty (30) days, the dispute shall be referred to arbitration under the Arbitration and Conciliation Act, 1996, with the seat of arbitration at Mumbai, Maharashtra, and proceedings conducted in English. Subject to the foregoing, the courts at Mumbai, Maharashtra, India shall have exclusive jurisdiction.

18. Notices & Contact Information

All notices under this agreement may be delivered electronically and will be deemed received on the day they are sent. For questions regarding these Terms and Conditions, to report a violation, or to request a tailored Master Services Agreement (MSA), please contact us at hello@thinkvistar.com, or write to Thinkvistar LLP, Yashwant Gaurav Phase 1, Nalasopara West, Maharashtra, India.