This section outlines the foundational rules governing the professional relationship between D4DX Innovations LLP (The Service Provider) and the Client.
1. Governing Agreement
- Superseding Document: All services are primarily governed by the separate, legally executed Statement of Work (SOW), Service Level Agreement (SLA), or Master Services Agreement (MSA). These general T&Cs apply where not explicitly contradicted by the signed primary contract.
- Acceptance: Engagement with D4DX services constitutes the Client’s agreement to these Terms and Conditions.
2. Client Obligations and Responsibilities
- The Client is responsible for providing all necessary content, assets, access credentials, and timely feedback required for project progress.
- The Client must adhere to the payment schedules defined in the SOW. Failure to do so may result in the temporary suspension of services or project milestones.
- Any delays caused by the Client's failure to provide resources or approvals on time may result in adjustments to the project timeline and, potentially, the total cost.
3. Intellectual Property (IP)
- Developed IP: Upon full and final payment for the project, the Client shall receive ownership of all custom code, graphical design files, and end-user documentation specifically created for the project.
- Service Provider IP: D4DX retains the ownership and right to reuse any pre-existing code, proprietary tools, frameworks, reusable utilities, and general knowledge/techniques used in the development process ("Background IP").
4. Governing Law and Jurisdiction
- These Terms shall be governed by the laws of India. Any legal action or dispute arising from the services shall be subject to the exclusive jurisdiction of the courts located in Kozhikode (Calicut), Kerala.