Terms & Conditions

Effective Date: July 01, 2025
Last Updated: July 09, 2025

Welcome to Notebrain Software And Services Private Limited (“Notebrains”, “Company”, “we”, “our”, or “us”).

These Terms & Conditions (“Terms”) govern your access to and use of our website, products, software, services, and communications.

By accessing or using our website, requesting quotations, engaging our services, or entering into a business relationship with us, you agree to comply with these Terms.

If you do not agree with any part of these Terms, please discontinue use of our website and services.

1. About Us

Notebrain Software And Services Private Limited is a software development company specializing in digital transformation and custom technology solutions.

Our services include:

  • Custom Software Development
  • Enterprise SaaS Development
  • Mobile Application Development
  • WordPress Development
  • Shopify Development
  • CRM & ERP Solutions
  • AI & Machine Learning
  • UI/UX Design
  • Cloud Solutions
  • API Development & Integration
  • Product Engineering
  • IT Consulting

2. Acceptance of Terms

By using our website or engaging our services, you confirm that:

  • You are at least 18 years of age.
  • You have the legal authority to enter into binding agreements.
  • The information provided by you is accurate.
  • You agree to comply with applicable laws and regulations.

3. Website Usage

You agree to use our website only for lawful purposes.

You must not:

  • Attempt unauthorized access to our systems.
  • Upload malicious software or harmful code.
  • Copy or reproduce website content without permission.
  • Misrepresent your identity.
  • Use automated scraping or bots without written approval.
  • Disrupt website operations.

Violation of these conditions may result in restricted access and legal action where applicable.

4. Service Enquiries & Quotations

Submitting an enquiry or requesting a quotation does not constitute a contractual agreement.

Any proposal, quotation, timeline, or pricing shared by Notebrains is valid only for the period specified within the proposal unless otherwise agreed in writing.

Project commencement begins only after:

  • Mutual acceptance of the proposal
  • Execution of applicable agreements (where required)
  • Receipt of the agreed advance payment
  • Completion of project onboarding

5. Project Execution

Project timelines are estimates based on the information available at the time of proposal.

Timelines may change due to:

  • Changes in project scope
  • Delayed approvals
  • Client feedback delays
  • Third-party dependencies
  • Force majeure events
  • Technical constraints beyond our control

We maintain transparent communication regarding any significant changes.

6. Client Responsibilities

Clients agree to:

  • Provide complete and accurate project requirements.
  • Supply necessary content, branding assets, credentials, and documentation.
  • Review deliverables within agreed timelines.
  • Provide timely approvals and feedback.
  • Ensure they possess appropriate rights for any content supplied.

Project delays caused by missing information or approvals may impact delivery schedules.

7. Intellectual Property

Unless otherwise agreed in writing:

Client Owned

Upon full payment, the client receives ownership of the final deliverables specifically developed for the project.

Examples include:

  • Custom source code
  • UI/UX designs
  • Documentation
  • Graphics created specifically for the project

Notebrains Owned

We retain ownership of:

  • Development methodologies
  • Internal frameworks
  • Proprietary libraries
  • Reusable components
  • Development tools
  • Pre-existing intellectual property

These components may be reused across multiple client projects.

8. Third-Party Software

Projects may include third-party products such as:

  • WordPress Plugins
  • Shopify Apps
  • APIs
  • Cloud Services
  • Payment Gateways
  • Themes
  • Open Source Libraries

Such products remain subject to their respective licenses and terms.

Notebrains is not responsible for changes, pricing updates, service interruptions, or discontinuation by third-party providers.

9. Project Payments

Payment terms are defined in the project proposal or agreement.

Unless otherwise stated:

  • Advance payments are non-refundable once project work has commenced.
  • Milestone payments become due upon milestone completion.
  • Final delivery may be withheld until outstanding payments are cleared.

Delayed payments may result in:

  • Suspension of work
  • Delayed delivery
  • Temporary suspension of support services

10. Change Requests

Project scope changes requested after approval may require:

  • Revised timelines
  • Additional costs
  • Updated project plans

No additional work will begin until both parties approve the revised scope.

11. Support & Maintenance

Support services are governed by the respective maintenance agreement or Annual Maintenance Contract (AMC), if applicable.

Support generally includes:

  • Bug fixes
  • Performance improvements
  • Technical assistance
  • Security updates (where applicable)

Support does not include:

  • New feature development
  • Third-party licensing costs
  • Major redesigns
  • Scope expansion

unless specifically agreed.

12. Project Confidentiality

Both parties agree to maintain the confidentiality of proprietary business information exchanged during the project.

Neither party shall disclose confidential information to third parties without prior written consent except where required by law.

13. Data Protection

Personal information is handled according to our Privacy Policy.

Reasonable technical and organizational measures are implemented to safeguard client information.

14. Limitation of Liability

To the maximum extent permitted by law, Notebrains shall not be liable for:

  • Indirect damages
  • Loss of profits
  • Business interruption
  • Data loss
  • Third-party failures
  • Service interruptions beyond our reasonable control

Our total liability shall not exceed the total fees paid by the client for the affected services.

15. Warranty Disclaimer

We strive to provide high-quality services.

However, we do not guarantee that:

  • Our website will always be uninterrupted.
  • Software will be entirely error-free.
  • Third-party services will remain continuously available.
  • Search engine rankings will improve.
  • Marketing campaigns will generate specific business outcomes.

16. Force Majeure

Neither party shall be liable for delays resulting from events beyond reasonable control, including but not limited to:

  • Natural disasters
  • Government restrictions
  • Internet outages
  • Cyber incidents
  • Pandemic-related disruptions
  • Power failures
  • Labor disputes

17. Project Termination

Either party may terminate a project according to the terms defined in the applicable agreement.

Upon termination:

  • Outstanding invoices remain payable.
  • Completed work delivered up to termination remains billable.
  • Confidentiality obligations continue.

18. Links to Third-Party Websites

Our website may include links to external websites for informational purposes.

We are not responsible for:

  • Third-party content
  • Privacy practices
  • Security
  • Availability

Users access third-party websites at their own discretion.

19. Website Availability

While we strive to maintain uninterrupted website access, we cannot guarantee continuous availability.

Scheduled maintenance, technical upgrades, or unforeseen issues may occasionally impact accessibility.

20. Changes to These Terms

We reserve the right to update these Terms & Conditions at any time.

Revised versions will become effective upon publication on this website.

Continued use of our website constitutes acceptance of the updated Terms.

21. Governing Law & Jurisdiction

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

Any disputes arising from these Terms shall be subject to the exclusive jurisdiction of the competent courts located in Kolkata, West Bengal, India, unless otherwise agreed in writing.

22. Contact Information

If you have any questions regarding these Terms & Conditions, please contact us.

Notebrain Software And Services Private Limited

📍 Kolkata, West Bengal, India

📧 Email: support@notebrains.com

🌐 Website: https://www.notebrains.com

23. Entire Agreement

These Terms, together with our Privacy Policy and any executed project agreements, proposals, Statements of Work (SOW), or Master Service Agreements (MSA), constitute the entire understanding between the parties concerning the use of our website and services.

Related Policies

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