Terms of Service

Welcome to CodeWithBuntu. These Terms of Service ("Terms", "Agreement") govern your access to and use of all services, products, software, and consulting engagements offered by CodeWithBuntu ("we", "us", "our"). By engaging our services—whether through a signed proposal, email confirmation, payment, or continued use—you ("Client", "you") agree to be legally bound by these Terms in their entirety.

If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind that entity. If you do not have such authority, or if you do not agree with any provision of these Terms, you must not use our services.

These Terms incorporate by reference any Statement of Work, Project Proposal, Non-Disclosure Agreement, or addendum executed between the parties. In the event of a conflict, a signed addendum shall take precedence over these general Terms.

CodeWithBuntu provides, but is not limited to, the following professional services:

• Full-Stack Web Development
• Mobile App Development (iOS & Android)
• SaaS Product Architecture & Build
• API Design & Integration
• UI/UX Design & Prototyping
• Cloud Infrastructure & Deployment
• Technical Consulting & Code Review
• Ongoing Maintenance & Support

The precise scope of work, deliverables, milestones, and acceptance criteria for each engagement are defined in a separate Statement of Work (SOW) agreed upon prior to project commencement. Services not explicitly listed in the SOW are considered out-of-scope and subject to a separate change order.

Every project engagement between the Client and CodeWithBuntu shall be governed by a mutually executed Statement of Work. The SOW is a legally binding document that forms part of this Agreement and defines the commercial and technical terms specific to the engagement.

3.1 SOW Contents

Each SOW shall include, at minimum:

• Project ScopeA detailed description of deliverables, features, and any agreed exclusions.
• Milestones & TimelineAgreed delivery dates, sprint schedules, or phase completions.
• Acceptance CriteriaObjective, measurable criteria by which deliverables will be reviewed and approved.
• Fees & Payment ScheduleTotal project cost, deposit requirements, milestone-based payments, and due dates.
• Revision PolicyThe number of included revision rounds and the rate applicable to additional revisions.
• Point of ContactNamed representatives on both sides responsible for approvals and communications.

3.2 Change Orders

Any modification to the agreed scope, timeline, or deliverables must be documented in a written Change Order signed by both parties before work commences. CodeWithBuntu reserves the right to pause work on active projects until a Change Order addressing scope adjustments is executed. Verbal approvals do not constitute binding agreement for scope changes.

3.3 Acceptance & Sign-Off

Upon delivery of each milestone or final deliverable, the Client has a review period as specified in the SOW (default: 5 business days) to submit written feedback. Silence or failure to respond within the review period constitutes deemed acceptance. CodeWithBuntu will address feedback that falls within the agreed acceptance criteria at no additional charge. Requests outside the acceptance criteria are treated as new scope.

As part of the engagement, both parties may disclose proprietary, sensitive, or otherwise confidential information to each other. This Section constitutes a mutual Non-Disclosure Agreement and is binding on both CodeWithBuntu and the Client from the date of first engagement.

4.1 Definition of Confidential Information

"Confidential Information" means any data or information, oral or written, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure. This includes, without limitation:

• Business plans, strategies, financial projections, and trade secrets
• Product roadmaps, technical architectures, and proprietary source code
• Customer lists, pricing data, and marketing strategies
• Personal data of the Client's end-users or employees
• Any information marked "Confidential", "Proprietary", or equivalent
• Information disclosed verbally and confirmed as confidential within 48 hours

4.2 Obligations of the Receiving Party

Each party ("Receiving Party") agrees to:

• Hold in Strict ConfidenceMaintain all Confidential Information in strict confidence using at least the same degree of care used to protect its own confidential information (no less than reasonable care).
• Restricted UseUse Confidential Information solely for the purpose of evaluating or executing the engagement described in the applicable SOW.
• No Unauthorised DisclosureNot disclose Confidential Information to any third party without the prior written consent of the disclosing party, except as required by law.
• Authorised Personnel OnlyLimit access to Confidential Information to employees, contractors, or agents with a strict need to know, who are themselves bound by confidentiality obligations no less restrictive than these Terms.
• Prompt NotificationNotify the disclosing party promptly upon becoming aware of any actual or threatened breach of confidentiality.

4.3 Exclusions

The obligations in Section 4.2 do not apply to information that:

1. Was already publicly known at the time of disclosure through no fault of the Receiving Party;
2. Becomes publicly known after disclosure through no act or omission of the Receiving Party;
3. Was rightfully in the Receiving Party's possession prior to disclosure without any obligation of confidentiality;
4. Is independently developed by the Receiving Party without reference to the Confidential Information; or
5. Is required to be disclosed by applicable law, court order, or regulatory authority—provided that the Receiving Party gives the disclosing party prompt written notice and cooperates in seeking a protective order.

4.4 Duration

The confidentiality obligations set forth in this Section shall remain in effect for a period of three (3) years from the date of the last disclosure of Confidential Information, or for the duration of the engagement (whichever is longer). Trade secrets shall be protected for as long as they retain their status as trade secrets under applicable law.

4.5 Return or Destruction

Upon written request by the disclosing party, or upon termination of the engagement, the Receiving Party shall promptly return or certifiably destroy all copies of Confidential Information in its possession or control, and provide written certification of such destruction within ten (10) business days.

4.6 Remedies

The parties acknowledge that breach of these NDA provisions would cause irreparable harm for which monetary damages would be an insufficient remedy. Accordingly, the disclosing party shall be entitled to seek equitable relief, including injunction and specific performance, without the requirement to post a bond or other security, in addition to all other remedies available at law or in equity.

All fees are as specified in the applicable SOW or Project Proposal. Unless otherwise agreed in writing:

6.1 Pre-existing IP

Each party retains full ownership of all intellectual property it owned prior to the engagement ("Pre-existing IP"). CodeWithBuntu retains ownership of all proprietary frameworks, libraries, tools, processes, and methodologies used in delivering the services, regardless of whether they are incorporated into a deliverable.

6.2 Work Product & Deliverables

Upon receipt of full and final payment of all fees due under the applicable SOW, CodeWithBuntuassigns to the Client all rights, title, and interest in the custom work product created specifically for the Client under that SOW ("Custom Deliverables"), including all copyrights therein.

This assignment excludes any Pre-existing IP, open-source components (which remain subject to their respective licenses), and any CodeWithBuntu proprietary tools embedded in the deliverable. For such components, CodeWithBuntu grants the Client a perpetual, non-exclusive, royalty-free licence to use them as part of the Custom Deliverable.

6.3 Portfolio Rights

Unless the Client provides prior written objection, CodeWithBuntu reserves the right to display the project in its portfolio, website, and marketing materials—limited to publicly available information only. No Confidential Information will be disclosed.

6.4 Third-Party Licences

The Client is solely responsible for obtaining and maintaining any third-party licences required to operate the deliverable (e.g., stock imagery, font licences, SaaS API keys).CodeWithBuntu will identify such requirements in the SOW, but procurement remains the Client's responsibility.

Timely and accurate engagement from the Client is essential to successful delivery. The Client agrees to:

• Provide Content & AssetsDeliver all required content, branding assets, credentials, and materials within the timeframes specified in the SOW.
• Timely ApprovalsRespond to review requests and provide written approvals or feedback within the agreed review period. Delays caused by the Client may impact the project timeline and additional costs may apply.
• Accurate BriefingEnsure that all information provided to CodeWithBuntu is accurate and complete. {COMPANY} is not liable for errors arising from inaccurate Client inputs.
• Authorised RepresentativeDesignate an authorised representative with decision-making authority to liaise with CodeWithBuntu throughout the project.
• ComplianceEnsure that all Client-supplied materials and intended use of the deliverables comply with applicable laws, regulations, and third-party rights.
• Confidentiality of CredentialsSafeguard all access credentials, API keys, and login details provided by CodeWithBuntu during the project. Any breach must be reported immediately.

In addition to the NDA provisions in Section 4, both parties agree to keep the commercial terms of any SOW, the pricing, and the existence of any ongoing disputes strictly confidential. Neither party will issue press releases or make public statements about the other party's business without prior written consent, except as required by law.

CodeWithBuntu may reference the Client's name and general project type as a portfolio entry unless the Client opts out in writing within 14 days of project completion.

To the fullest extent permitted by applicable law:

1. Cap on Liability. CodeWithBuntu's total cumulative liability to the Client for any claim arising under or related to these Terms, regardless of the form of action, shall not exceed the total fees actually paid by the Client to CodeWithBuntu in the three (3) months immediately preceding the event giving rise to the claim.
2. Exclusion of Consequential Damages. In no event shall either party be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including without limitation loss of profits, revenue, data, goodwill, or business opportunity, even if advised of the possibility of such damages.
3. No Warranty. Services are provided "as is" and "as available." CodeWithBuntumakes no warranty, express or implied, as to merchantability, fitness for a particular purpose, or non-infringement, except as expressly stated in the applicable SOW.
4. Client Data. The Client is solely responsible for backing up all data. CodeWithBuntu is not liable for any data loss, corruption, or security breach resulting from the Client's systems or third-party services outside CodeWithBuntu's direct control.

10.1 Termination by Client

The Client may terminate a project engagement with 14 days' written notice. Upon termination, the Client shall pay for all work completed up to the termination date at the pro-rata rate specified in the SOW. The non-refundable deposit shall be forfeited in all cases.

10.2 Termination by CodeWithBuntu

CodeWithBuntu may terminate the engagement immediately on written notice if:

• The Client fails to pay an invoice within 14 days of the due date;
• The Client materially breaches these Terms and fails to cure the breach within 7 days of notice;
• The Client engages in conduct that CodeWithBuntu reasonably determines to be abusive, harassing, or unethical; or
• The project becomes legally or technically infeasible through no fault of CodeWithBuntu.

In such cases, CodeWithBuntu shall deliver all completed work product to the Client upon receipt of full payment for work done to date. No further amounts shall be due.

10.3 Survival

Sections 4 (NDA), 6 (Intellectual Property), 8 (Confidentiality), 9 (Limitation of Liability), 11 (Dispute Resolution), and any payment obligations accrued prior to termination shall survive the expiration or termination of these Terms.

The parties shall attempt to resolve any dispute, claim, or controversy arising out of or relating to these Terms or any SOW through good-faith negotiation. Either party may initiate this process by sending written notice describing the dispute.

If the dispute is not resolved within 30 days of such notice (or a longer period mutually agreed in writing), either party may escalate the matter to binding arbitration in accordance with the rules of a mutually agreed arbitral institution, or—if no agreement is reached—to the competent courts of Jammu & Kashmir, India.

These Terms and all disputes arising hereunder shall be governed by and construed in accordance with the laws of India, without regard to its conflict-of-law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

CodeWithBuntu reserves the right to modify these Terms at any time. When changes are material, we will notify active clients by email at least 14 days before the revised Terms take effect. Your continued engagement with our services after the effective date constitutes acceptance of the updated Terms.

For ongoing projects governed by a signed SOW, the Terms in effect at the date of the SOW execution shall apply for the duration of that project, unless both parties agree in writing to adopt the revised Terms.

These Terms constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior agreements, representations, and understandings, whether written or oral. If any provision is found invalid or unenforceable, the remaining provisions shall continue in full force and effect.