Terms & Conditions

Effective Date: 28-03-2024

Welcome to Webelio. These Terms and Conditions (“Terms”) govern all services provided by Sedawk Dynamics Pvt. Ltd., operating under the brand “Webelio” (“Company”, “we”, “us”, “our”), to any client (“Client”, “you”). By engaging Webelio, signing a proposal, paying an invoice, or communicating acceptance via email, WhatsApp, or any written medium, you agree to be bound by these Terms.

1. Scope of Services

  • Webelio provides website development, web/SaaS development, mobile app development, UI/UX design, digital marketing (SEO, ads, social media), and maintenance and support.
  • The exact scope of each engagement shall be defined in a written proposal, quotation, Statement of Work (SOW), or email confirmation ("Project Scope").
  • Anything not explicitly listed in the Project Scope is excluded and shall be treated as additional work, billable separately.
  • Verbal discussions or assumptions do not form part of the scope unless confirmed in writing.

2. Change Requests

  • Any modification, addition, redesign, feature change, or revision beyond the agreed Project Scope constitutes a "Change Request".
  • All Change Requests are chargeable. No change work will commence until the Client approves the revised cost and timeline in writing and pays any required advance.
  • Change Requests may extend project timelines, and Webelio shall not be liable for resulting delays.
  • Revisions are limited to the number stated in the proposal; additional revisions are billable.

3. Payment Terms

  • A minimum of 50% advance is required before any work begins. Larger projects follow milestone-based payments.
  • Each milestone must be cleared before the next phase begins.
  • Webelio reserves the right to pause or halt work if any invoice remains unpaid beyond the due date.
  • Overdue invoices shall attract interest at 2% per month or the maximum permitted by law.
  • All taxes (GST or applicable) are extra unless specified.
  • Payments once made are non-refundable except as expressly provided in the Refund Policy.
  • Third-party costs (domains, hosting, plugins, ad spend, licenses, APIs) are billed separately and payable in advance.

4. Project Timelines

  • Estimated timelines are indicative and contingent on timely Client cooperation, content delivery, approvals, and payments.
  • Any delay caused by the Client shall automatically extend the project timeline without penalty to Webelio.
  • Webelio is not liable for missed deadlines arising from Client-side dependencies or third-party services.

5. Client Responsibilities

  • The Client shall provide all required content, assets, credentials, and access in usable formats within agreed timelines.
  • The Client shall designate a single point of contact authorized to approve deliverables.
  • The Client warrants that all materials provided are lawful and free of third-party rights infringement, and indemnifies Webelio against any claims arising therefrom.
  • The Client is responsible for timely review and approval of deliverables.

6. Approvals & Deemed Acceptance

  • Approvals communicated via email, WhatsApp, project tools, or any written medium are formal and binding.
  • If the Client does not respond, raise objections, or provide feedback within seven (7) calendar days of a deliverable being shared, the deliverable shall be deemed approved and accepted.
  • Once a milestone is approved (expressly or by deemed acceptance), subsequent changes shall be treated as Change Requests.

7. Project Inactivity

  • If a project remains inactive due to Client non-response or non-payment for more than fifteen (15) calendar days, Webelio may suspend the project.
  • Resuming a suspended project may attract a reactivation fee.
  • If inactivity exceeds thirty (30) calendar days, Webelio may terminate the project, retain all payments received, and the Client forfeits any claim to refunds.

8. Intellectual Property

  • All intellectual property, source code, designs, and deliverables remain the exclusive property of Webelio until full and final payment is received.
  • Upon full payment, ownership of the final deliverables transfers to the Client, excluding Webelio’s pre-existing tools, frameworks, libraries, third-party assets, and general know-how.
  • Webelio retains the right to showcase the work in its portfolio and marketing materials unless otherwise agreed in writing.

9. No Guarantee Clause (Marketing & SEO)

  • Webelio does not guarantee any specific results from SEO, paid ads, social media, or other digital marketing services, including search rankings, traffic, conversions, leads, sales, ROI, follower growth, or engagement.
  • Marketing outcomes depend on factors beyond our control including algorithms, ad platform policies, competition, market conditions, and Client product/offer quality.
  • Webelio commits only to executing services using industry best practices and reasonable professional effort.

10. Limitation of Liability

  • Webelio’s total aggregate liability shall not exceed the amount paid by the Client for the specific service in question during the preceding three (3) months.
  • Webelio shall not be liable for indirect, incidental, consequential, special, or punitive damages, including loss of profits, revenue, data, or goodwill.
  • Webelio is not responsible for third-party service failures or downtime.

11. Force Majeure

  • Neither party shall be liable for failure or delay caused by events beyond reasonable control, including natural disasters, pandemics, war, government actions, internet outages, cyberattacks, power failures, or third-party platform disruptions.

12. Termination

  • Webelio may terminate any engagement immediately for breach, non-payment, abuse, fraud, or prolonged inactivity.
  • Upon termination, all unpaid amounts become immediately due. No deliverables shall be released until full settlement.
  • Client-initiated termination does not entitle the Client to a refund of payments made; work in progress shall be billed up to the date of termination.

13. Confidentiality

  • Both parties agree to keep confidential information secure and not disclose it to third parties, except as required by law.

14. Dispute Resolution & Governing Law

  • These Terms are governed by the laws of India.
  • Disputes shall be subject to the exclusive jurisdiction of the courts of Gurugram, India.
  • Parties shall first attempt good-faith negotiation, followed by arbitration under the Arbitration and Conciliation Act, 1996, before approaching courts.

15. Dispute-Proofing Provisions

  • All written communication (email, WhatsApp, project tools) constitutes formal, legally binding documentation.
  • Silence or non-response beyond seven (7) calendar days constitutes deemed approval.
  • Extra work outside the documented scope is always billable.
  • Webelio is not responsible for third-party delays, hosting/server downtime, or data loss.
  • In any dispute, written documentation shall override verbal claims.
  • No oral commitments modify these Terms unless confirmed in writing by authorized management.