Terms & Conditions

"MTechnology" refers to the digital agency operating under the trade name MTechnology, founded and managed by Manish Roy, registered and operating primarily from Assam, India.

"Client" refers to any individual, sole proprietor, company, partnership, LLP, or legal entity that engages MTechnology for any service.

"Project" refers to any web development, app development, UI/UX design, SEO, AI integration, cloud infrastructure, MVP, SaaS, landing page, prototype, or any other digital service agreed upon in writing.

"Proposal" refers to the written document (email, PDF, or digital message) sent by MTechnology to the Client outlining the scope, price, timeline, and deliverables of a Project.

"Deliverables" means the final source code, design files, deployment configurations, and all digital assets produced under the Project.

"Staging Environment" refers to a live preview of the Project hosted on MTechnology's infrastructure, accessible via a subdomain of mtechnology.dev or equivalent, for the purpose of Client review prior to final payment.

"Production Environment" means the final deployment of the Project on the Client's chosen hosting infrastructure after payment and handover.

"Advance Payment" means the partial, non-optional payment required before work commences on Projects exceeding specified price thresholds (see Section 5).

"Handover" means the act of transferring full ownership of all Deliverables to the Client upon receipt of final payment.

"Third-Party Services" means any external platforms, tools, APIs, hosting providers, domain registrars, payment gateways, or SaaS products not owned or controlled by MTechnology.

These Terms constitute a legally binding agreement under the Indian Contract Act, 1872, between MTechnology and the Client.

Acceptance is deemed to have occurred when any of the following happens: (a) The Client replies in writing (email, WhatsApp, or any digital message) accepting the Proposal; (b) The Client makes any payment (advance or otherwise) to MTechnology; (c) The Client provides project materials, access credentials, or briefs after receiving the Proposal.

MTechnology reserves the right to update these Terms at any time. The updated version will be published at https://mtechnology.dev/terms with a revised "Last Updated" date. Continued engagement after updates constitutes acceptance of the revised Terms.

MTechnology provides digital services including but not limited to: web development, mobile app development, UI/UX design, SEO optimization, AI integration, cloud infrastructure setup, MVP development, SaaS product development, landing page design, and prototype development.

All services are performed remotely. MTechnology does not operate a public-facing physical office. Our team works from locations across India.

MTechnology uses a hybrid model of human engineers and AI-assisted tools (including Large Language Models such as Google Gemini and OpenAI GPT). All AI-generated outputs are reviewed and approved by a senior human engineer before delivery.

MTechnology reserves the right to decline any Project at its sole discretion without being required to provide a reason.

MTechnology accepts a limited number of Projects per quarter to maintain quality standards. Acceptance of a Proposal does not guarantee project commencement unless confirmed in writing by MTechnology.

MTechnology offers a "Pay After Your Site is Live" option for eligible Projects. Under this arrangement, MTechnology builds the complete Project and deploys it on a Staging Environment for the Client's review before final payment is required.

ELIGIBILITY: The Pay-After-Live offer applies to new Project builds only. It does not apply to: (a) Revisions or additions to already-delivered Projects; (b) Projects where a mandatory Advance Payment is required (see Section 5); (c) Ongoing maintenance, hosting, or SaaS management services.

STAGING REVIEW PERIOD: The Client will be granted access to the Staging Environment for a period agreed upon in the Proposal (typically 3–7 days). During this period, the Client may request minor revisions as defined in Section 6.

PAYMENT OBLIGATION: If the Client is satisfied with the Staged Project, full payment must be made within the Staging Review Period. If payment is not received within this period, MTechnology reserves the right to: (a) Take the Staging Environment offline; (b) Suspend the Handover until payment is received; (c) Charge a daily staging maintenance fee if the period is extended.

The Staging Environment is hosted on MTechnology's shared infrastructure. MTechnology makes no guarantee of uptime, speed, or data security for the Staging Environment, as it is for preview purposes only.

The Client acknowledges that the Staging preview does not constitute delivery. Delivery is complete only after Handover following full payment.

All Project prices are fixed and outlined in the Proposal. Prices are stated in Indian Rupees (INR) for domestic clients and in United States Dollars (USD) for international clients.

CURRENCY FOR INTERNATIONAL CLIENTS: (a) International Clients are quoted in USD. (b) The INR-to-USD conversion rate used in the Proposal is based on the live interbank rate on the date of the Proposal. (c) MTechnology is not responsible for any currency fluctuation between the Proposal date and the payment date. (d) Accepted payment methods for international clients include bank transfer (SWIFT/IBAN), PayPal, and Wise. Any transaction fees, conversion fees, or international transfer charges are the sole responsibility of the Client.

MANDATORY ADVANCE PAYMENTS — The following advance payments are required before project commencement based on total project value: Below ₹7,000 — None (Pay-After-Live applies fully). ₹7,001 to ₹14,999 — 15% of total project value. ₹15,000 to ₹39,999 — 30% of total project value. ₹40,000 and above — 50% of total project value.

Advance Payments are non-refundable except as specified in Section 7 (Refund and Cancellation Policy).

FIXED PRICING CLAUSE: The agreed price in the Proposal is final. It will not increase retroactively. However, any changes, additions, new features, new pages, or scope expansions requested after the Proposal is accepted will be quoted and billed separately as add-on charges.

MTechnology issues payment instructions via email or WhatsApp. The Client must use only the payment details provided directly by MTechnology. We are not responsible for payments made to fraudulent accounts impersonating us.

MINIMUM TIMELINE: No Project will be delivered in fewer than 5 (five) working days from the date work commences, regardless of project size. This minimum exists to protect quality standards.

MAXIMUM TIMELINE: The maximum delivery date is agreed upon in the Proposal and communicated in writing before work begins.

REVISIONS: Each Project includes up to 2 (two) rounds of revision at no additional cost. A "revision" is defined as a change within the original agreed scope. Revisions that alter or expand the scope will be treated as add-on requests and billed separately.

CLIENT DELAYS: If the Client fails to provide required materials, feedback, access credentials, or approvals within 5 working days of a request, MTechnology reserves the right to pause the Project. Resumed timelines will be recalculated from the date the Client provides the required input. MTechnology is not liable for delays caused by Client inaction.

FORCE MAJEURE: MTechnology is not liable for delays caused by circumstances beyond our reasonable control, including but not limited to natural disasters, internet infrastructure outages, platform API changes, power failures, government restrictions, or health emergencies. In such cases, MTechnology will communicate the delay promptly and resume work as soon as possible.

FULL REFUND ELIGIBILITY: A full refund of all payments made is available ONLY if ALL of the following conditions are met: (a) The request is made within 7 (seven) calendar days of the Project going live on the Staging Environment; (b) The Client has NOT yet made the final payment; (c) The Client has NOT taken possession of or used the source code or Deliverables in any form.

NO REFUND AFTER DELIVERY: No refund is available after the final payment has been made AND the Deliverables (source code, design files, deployment) have been handed over to the Client.

CANCELLATION OF ONGOING PROJECT: The Client may cancel an ongoing Project at any time by written notice (email or WhatsApp). (a) PROJECTS WITH NO ADVANCE PAYMENT: Cancellation is at no cost to the Client. No charges apply. (b) PROJECTS WITH ADVANCE PAYMENT: A cancellation penalty will be deducted from the Advance Payment based on work progress at the time of cancellation — 0% to 20% complete: 2% penalty on advance; 21% to 50% complete: 10% penalty on advance; 51% to 100% complete: 20% penalty on advance. The remainder of the Advance Payment (after the penalty deduction) will be refunded within 7 to 10 business days of the cancellation notice. "Work Progress" is determined by MTechnology based on documented development logs and communicated to the Client with the cancellation confirmation.

MTechnology reserves the right to cancel a Project and issue a full refund of any advance paid if MTechnology determines it cannot complete the work due to capacity constraints, ethical concerns, or force majeure events.

TRANSFER OF OWNERSHIP: Upon receipt of full and final payment, MTechnology irrevocably transfers all intellectual property rights in the Deliverables to the Client, including but not limited to: source code, design files, database schemas, API configurations, and deployment scripts.

Prior to full payment, all Deliverables remain the intellectual property of MTechnology. The Client has no right to use, copy, distribute, or deploy the Deliverables until full payment is confirmed.

NO ATTRIBUTION REQUIRED: MTechnology will NOT embed promotional links, watermarks, footer credits, or any form of attribution in the Deliverables without the Client's explicit written consent.

SOCIAL MEDIA REQUEST: MTechnology may request (but NOT require) the Client to post a social media acknowledgment (on LinkedIn, Instagram, Twitter/X, Facebook, or similar) mentioning that MTechnology assisted in building their digital product. This request carries no legal obligation. Declining this request will not affect the Client's rights, the project, or the Handover in any way.

THIRD-PARTY COMPONENTS: Some Deliverables may include open-source libraries, frameworks, or third-party components (e.g., React, Next.js, Tailwind CSS). These remain subject to their respective open-source licenses. MTechnology will disclose all significant third-party components used. The Client is responsible for complying with those licenses post-Handover.

PRE-EXISTING WORK: MTechnology retains ownership of reusable utilities, templates, design systems, or code patterns developed prior to the Client's Project. These may be used in other projects. Only the unique, Client-specific implementation is transferred under Section 8.1.

If the Client requests MTechnology to purchase a domain on their behalf, MTechnology will source it from a reputable third-party registrar (e.g., Namecheap, GoDaddy, Hostinger, or equivalent).

The domain will be registered in the Client's name using the Client's provided contact information wherever technically possible.

DOMAIN DISCOUNT OFFER: Clients who are simultaneously engaging MTechnology for a website or any service will receive a 20% discount on the domain purchase price. This discount is absorbed by MTechnology as a goodwill gesture and applies only once per Project engagement.

MTechnology acts as a purchasing agent only for domain acquisition. The Client is fully responsible for: (a) Annual or periodic domain renewal fees; (b) Keeping their registrar account credentials secure; (c) Any consequences of failing to renew the domain on time.

MTechnology is NOT responsible for: (a) Domain expiry or loss due to non-renewal by the Client; (b) Hosting downtime, data loss, or service interruptions by any third-party hosting provider; (c) Changes in pricing or policies by third-party domain registrars or hosting companies; (d) Any financial loss arising from the above.

For SaaS, MVP, or any project involving database design, backend API development, or cloud infrastructure setup, MTechnology will build and configure the system as agreed in the Proposal.

ONGOING MANAGEMENT DISCLAIMER: Unless a separate, written Maintenance Agreement is signed and paid for, MTechnology is NOT responsible for: (a) Ongoing database management, monitoring, or backups; (b) Backend server maintenance, patching, or scaling; (c) Data integrity, data loss, or data corruption after Handover; (d) Security vulnerabilities arising from the Client's use or modification of the system post-Handover; (e) Third-party API failures, rate limit changes, or deprecations.

The Client acknowledges that running a live SaaS or backend application requires ongoing technical management. MTechnology strongly recommends the Client engage a DevOps professional or subscribe to a managed hosting plan suited to their application's scale.

If MTechnology is engaged for post-Handover maintenance under a separate agreement, the scope, pricing, and response times of that agreement supersede this clause for the covered services only.

MTechnology agrees to treat all information provided by the Client as strictly confidential. This includes but is not limited to: business concepts, product ideas, technical requirements, financial data, user data, business strategies, and any documents or materials shared during the Project.

MTechnology will NOT: (a) Disclose Client information to any third party without prior written consent from the Client; (b) Use Client information for any purpose other than delivering the agreed Project; (c) Publish, reference, or feature Client project details in case studies, portfolios, social media, or marketing materials without explicit written permission from the Client.

This confidentiality obligation is mutual. The Client agrees not to disclose MTechnology's proprietary processes, pricing structures, internal tools, or business methods to third parties.

LEGAL DISCLOSURE EXCEPTION: MTechnology may be legally compelled to disclose Client information if ordered to do so by a court of competent jurisdiction, regulatory authority, or law enforcement agency under applicable Indian law or international treaty obligations. In such cases, MTechnology will: (a) Provide only the minimum information required by the legal order; (b) Notify the Client promptly of the disclosure, unless legally prohibited.

This confidentiality clause survives the termination of the project agreement and remains in effect indefinitely.

NO GUARANTEE OF RESULTS: MTechnology provides technical digital services only. We make NO representation, warranty, or guarantee — express or implied — that the Deliverables will generate leads, sales, revenue, traffic, conversions, or any other business outcome. Business results depend on factors entirely outside MTechnology's control, including but not limited to market conditions, client marketing efforts, and product-market fit.

LIMITATION OF LIABILITY: To the maximum extent permitted by applicable law, MTechnology's total liability to the Client for any claim arising out of or in connection with a Project shall not exceed the total amount paid by the Client to MTechnology for that specific Project.

MTechnology is NOT liable for: (a) Indirect, incidental, consequential, special, or punitive damages; (b) Loss of revenue, profit, business, data, or goodwill; (c) Third-party service failures (hosting, payment gateways, APIs, etc.); (d) Legal non-compliance of the Client's website content or business practices; (e) Unauthorized access, hacking, or data breaches occurring after Handover; (f) Any modification to the Deliverables made by the Client or a third party after Handover.

LEGAL COMPLIANCE RESPONSIBILITY: The Client is solely responsible for ensuring that their website, app, or digital product complies with all applicable laws, including but not limited to: (a) The Information Technology Act, 2000 (India); (b) The Digital Personal Data Protection Act, 2023 (India); (c) The Consumer Protection Act, 2019 (India); (d) The General Data Protection Regulation (GDPR) for EU/UK users; (e) Any sector-specific regulations applicable to the Client's industry.

MTechnology will not be held liable for any legal action taken against the Client arising from the Client's website content, business practices, or use of the Deliverables.

The Client agrees to: (a) Provide accurate, complete, and timely project briefs and materials; (b) Ensure that any content, images, logos, or materials provided to MTechnology are owned by the Client or legally licensed for use; (c) Provide timely feedback and approvals to avoid project delays; (d) Keep all login credentials, staging links, and project access information confidential; (e) Not share, resell, or sublicense the Deliverables to any third party after Handover without understanding that they bear full responsibility for such use.

MTechnology is NOT responsible for any legal claim arising from the Client providing content, images, or materials that infringe third-party intellectual property rights.

MTechnology operates as a fully remote digital agency. While MTechnology has a physical operational base in Assam, India, this address is not disclosed publicly as primary operations are conducted remotely across India.

All communications, project management, and delivery are handled via digital channels: email, WhatsApp, video calls, and project management tools.

The remote nature of MTechnology's operations does not affect the legal enforceability of these Terms or any Project agreement. Digital communication records (email, WhatsApp messages, etc.) constitute valid written agreements under the Information Technology Act, 2000 (India).

GOOD FAITH RESOLUTION: In the event of a dispute, both parties agree to first attempt resolution in good faith through direct communication (email or WhatsApp) within 30 days of the dispute arising.

MEDIATION: If the dispute cannot be resolved directly within 30 days, both parties agree to attempt mediation before initiating any legal proceedings. Mediation shall be conducted in Assam, India, unless both parties agree otherwise in writing.

ARBITRATION: If mediation fails, the dispute shall be referred to binding arbitration under the Arbitration and Conciliation Act, 1996 (India). The arbitration shall be conducted in English. The arbitrator's decision shall be final and binding on both parties.

GOVERNING LAW: These Terms shall be governed by and construed in accordance with the laws of India, specifically: (a) The Indian Contract Act, 1872; (b) The Information Technology Act, 2000; (c) The Digital Personal Data Protection Act, 2023; (d) The Consumer Protection Act, 2019.

JURISDICTION: Subject to the arbitration clause above, the courts of Assam, India, shall have exclusive jurisdiction over any disputes not resolved by arbitration. International Clients consent to this jurisdiction by engaging MTechnology's services.

INTERNATIONAL CLIENTS: For clients outside India, these Terms shall still be governed by Indian law. However, MTechnology acknowledges its obligations under GDPR (for EU/UK Clients) and will comply with applicable data protection rights including the right of access, correction, and erasure of personal data.

MTechnology collects and processes Client personal data (name, email, phone number, business information) solely for the purpose of delivering agreed services and communicating about the Project.

MTechnology does not sell, rent, or trade Client personal data to any third party for marketing purposes.

Client data is stored securely. MTechnology uses industry-standard measures to protect data but cannot guarantee absolute security against all cyber threats.

EU/UK CLIENTS (GDPR): If you are located in the European Union or United Kingdom, you have the following rights under GDPR: (a) Right of access to your personal data; (b) Right to rectification of inaccurate data; (c) Right to erasure ("Right to be forgotten"); (d) Right to data portability; (e) Right to restrict processing. To exercise these rights, contact: manishroy.contact@gmail.com

MTechnology's Privacy Policy (available at https://mtechnology.dev/privacy) provides additional detail on data handling practices. In case of conflict, these Terms prevail for service-specific matters.

ENTIRE AGREEMENT: These Terms, together with the Project Proposal, constitute the entire agreement between MTechnology and the Client and supersede all prior discussions, representations, or agreements.

SEVERABILITY: If any provision of these Terms is found to be invalid or unenforceable by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it enforceable. The remaining provisions shall continue in full force and effect.

WAIVER: MTechnology's failure to enforce any provision of these Terms shall not constitute a waiver of that provision or of MTechnology's right to enforce it in the future.

AMENDMENTS: MTechnology reserves the right to amend these Terms at any time. Amendments are effective upon publication at mtechnology.dev/terms. For ongoing Projects, the Terms in effect at the time of Proposal acceptance apply unless both parties agree in writing to the updated Terms.

ASSIGNMENT: The Client may not assign or transfer any rights or obligations under these Terms to any third party without MTechnology's prior written consent. MTechnology may assign its obligations to a qualified subcontractor while remaining responsible for the quality of the final Deliverables.

NOTICES: All formal notices under these Terms must be delivered via email to the addresses provided by each party in the Project Proposal. Notices sent via WhatsApp to MTechnology's official registered number also constitute valid written notice.

LANGUAGE: These Terms are written in English. If translated into any other language, the English version shall prevail in case of any inconsistency.

Under the Indian Contract Act, 1872 (Section 11), only a person who is of the age of majority (18 years or above), is of sound mind, and is not disqualified by any applicable law may enter into a legally binding contract.

By engaging MTechnology's services, the Client represents and warrants that: (a) They are at least 18 years of age; (b) If engaging on behalf of a company, LLP, or other legal entity, they have full legal authority to bind that entity to these Terms; (c) They are not under any legal disability, court order, or restriction that would prevent them from entering into this agreement.

If MTechnology discovers that a Client is a minor or lacks legal capacity, MTechnology reserves the right to immediately terminate the engagement, retain any advance paid as compensation for work already performed, and return any remaining balance at its sole discretion.

MTechnology is not responsible for verifying the legal capacity of every Client. This clause places full responsibility of capacity on the Client.

MTechnology will NOT knowingly build, design, or deliver any product or service intended for or resulting in: (a) Illegal gambling, betting, or wagering platforms (unless licensed under applicable Indian or jurisdictional law); (b) Pornographic, obscene, or sexually explicit content of any nature; (c) Hate speech, or content promoting discrimination based on religion, caste, gender, race, nationality, or sexual orientation; (d) Phishing websites, scam pages, or any platform designed to defraud users; (e) Platforms facilitating the sale of illegal substances, weapons, or contraband; (f) Malware, spyware, ransomware, or any form of malicious software; (g) Pyramid schemes, Ponzi schemes, or any form of financial fraud; (h) Copyright or trademark infringement at the Client's explicit request; (i) Any content that a reasonable person would find grossly offensive, harmful, or dangerous to public welfare.

If a Client provides a brief, materials, or instructions that fall within the above categories, MTechnology reserves the right to immediately terminate the Project, forfeit the entire Advance Payment as a penalty, and report the matter to appropriate authorities if legally required.

MTechnology's right to decline prohibited Projects is protected by Section 79 of the Information Technology Act, 2000 (India), which grants intermediary liability safe harbor to service providers who act in good faith.

The Client indemnifies MTechnology against any claim, loss, or liability arising from the Client misrepresenting the nature of their Project and concealing its prohibited character.

The Client agrees to defend, indemnify, and hold harmless MTechnology, its founder (Manish Roy), contractors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) The Client's use, misuse, or deployment of the Deliverables after Handover; (b) Content provided by the Client that infringes the intellectual property rights, privacy rights, or other rights of any third party; (c) The Client's violation of any applicable law or regulation; (d) The Client's breach of any provision of these Terms; (e) Any product liability claim arising from the Client's end-user interactions with the delivered product; (f) Any tax liability, penalty, or government notice directed at MTechnology arising from the Client's failure to comply with tax laws applicable to their business.

MTechnology will notify the Client promptly of any third-party claim for which indemnification is sought and will cooperate reasonably in the defense of such a claim. The Client shall not settle any claim on MTechnology's behalf without MTechnology's prior written consent.

MTechnology is an independent contractor. Nothing in these Terms or in any Project engagement creates or shall be construed to create: (a) An employer-employee relationship; (b) A partnership, joint venture, or agency relationship; (c) A fiduciary relationship of any kind.

MTechnology retains full discretion over the methods, tools, timelines (within agreed deadlines), and personnel used to complete a Project.

MTechnology is solely responsible for its own tax obligations, including income tax and any applicable professional tax.

TDS NOTE FOR INDIAN BUSINESS CLIENTS: If the Client is a registered Indian business entity and the payment to MTechnology qualifies for TDS deduction under Section 194C or Section 194J of the Income Tax Act, 1961, the Client must: (a) Deduct the applicable TDS before making payment; (b) Deposit the TDS with the government within the statutory deadline; (c) Provide MTechnology with a valid TDS certificate (Form 16A) within 30 days of the end of the relevant quarter. Failure to provide a TDS certificate means the Client shall compensate MTechnology for the resulting tax loss.

International Clients are responsible for any withholding tax obligations in their own jurisdiction and must provide documentation of any withholding to MTechnology upon request.

The Client agrees that during the term of any active Project and for a period of 12 (twelve) months following the completion or termination of the Project, the Client will NOT: (a) Directly solicit, recruit, hire, or engage any person who is or was a contractor, freelancer, or team member of MTechnology during the Project period; (b) Indirectly encourage, incentivize, or facilitate any such person to leave their engagement with MTechnology.

A breach of this clause by the Client entitles MTechnology to claim liquidated damages equal to 3 (three) times the total Project value paid by the Client, as a genuine pre-estimate of the loss suffered by MTechnology from losing a trained team member.

This clause does not prevent the Client from hiring any person who independently approaches the Client without any solicitation by the Client.

MTechnology receives payments for services rendered to international clients under the provisions of the Foreign Exchange Management Act, 1999 (FEMA), India, read with the Foreign Exchange Management (Current Account Transactions) Rules, 2000.

All international payments must be made through legally recognized banking channels (SWIFT, Wise, PayPal, or equivalent). Payments made in cash, via cryptocurrency, or through informal money transfer systems are NOT accepted.

MTechnology will provide a service invoice to international Clients that can be used for their own regulatory compliance (e.g., foreign remittance documentation in their home country).

The Client acknowledges that under FEMA regulations, MTechnology may be required to maintain records of international transactions and produce them to the Reserve Bank of India (RBI) or any other regulatory authority upon request.

Any bank charges, international wire fees, or currency conversion costs incurred by the Client's bank in making payment to MTechnology are solely the Client's responsibility. MTechnology's invoice amount is the net amount MTechnology must receive after all deductions.

MTechnology is registered (or in the process of registration) as a Micro Enterprise under the Micro, Small and Medium Enterprises Development (MSMED) Act, 2006 (India).

Under Section 15 of the MSMED Act, 2006, a buyer is required to make payment to a Micro or Small Enterprise supplier within 45 (forty-five) days from the date of acceptance of goods or services, or from the date of deemed acceptance.

If any Indian Client (individual or business) fails to make full payment to MTechnology within 45 days of the delivery of Deliverables or the raising of an invoice, MTechnology is entitled to: (a) Charge compound interest on the outstanding amount at three times the bank rate notified by the Reserve Bank of India (as per Section 16 of the MSMED Act, 2006); (b) Refer the dispute to the Micro and Small Enterprises Facilitation Council (MSEFC) of Assam for resolution.

This clause applies to Indian Clients only. International Clients are subject to the payment terms outlined in the Proposal and Section 5 of these Terms.

MTechnology reserves the right to immediately terminate a Project and this Agreement, with written notice to the Client, if: (a) The Client fails to make any agreed payment within 14 days of the due date; (b) The Client engages in abusive, threatening, or harassing behavior toward MTechnology or its team; (c) The Client requests work that falls under the Prohibited Projects list (Section 19); (d) The Client provides false, misleading, or fraudulent information; (e) The Client attempts to reverse-engineer, copy, or distribute Deliverables before full payment is made; (f) Continuing the Project would require MTechnology to violate any applicable law; (g) A force majeure event persists for more than 60 consecutive days.

Upon termination under Section 25.1: (a) MTechnology will retain the Advance Payment in full as compensation for work already performed and losses incurred; (b) If no Advance Payment was made, MTechnology may invoice the Client for the percentage of work completed at the time of termination; (c) The Client forfeits any right to receive the Deliverables in their current form unless separately agreed in writing.

Termination under this Section does not affect either party's right to pursue claims for damages or other legal remedies.

Upon receipt of full and final payment, MTechnology will deliver the Deliverables to the Client via one or more of the following methods, as agreed in the Proposal: (a) Transfer of a private GitHub/GitLab repository to the Client's account; (b) Upload of a compressed archive (ZIP) of all source files to a mutually agreed file-sharing platform (Google Drive, Dropbox, WeTransfer); (c) Direct deployment to the Client's hosting environment if access credentials are provided; (d) Any other method explicitly agreed in writing.

Handover is considered COMPLETE when: (a) MTechnology sends written confirmation (email or WhatsApp) that the Deliverables have been transferred; AND (b) The Client confirms receipt, OR (c) 72 hours pass after MTechnology's confirmation with no response from the Client (deemed receipt).

MTechnology is not responsible for maintaining, hosting, or supporting the Deliverables after Handover is deemed complete under Section 26.2.

The Client is solely responsible for: (a) Creating backups of all Deliverables immediately upon receipt; (b) Any loss of Deliverables due to the Client's failure to maintain adequate backups after Handover.

MTechnology performs internal quality assurance (QA) testing on all Deliverables before deploying them to the Staging Environment. This includes functional testing on modern desktop and mobile browsers.

MTechnology's internal QA covers: (a) Core functionality as specified in the Proposal; (b) Responsive design on standard screen sizes (mobile, tablet, desktop); (c) Basic browser compatibility on current versions of Chrome, Firefox, and Safari; (d) Lighthouse performance testing (targeting 90+ scores).

MTechnology's QA does NOT cover unless explicitly agreed: (a) Browser compatibility with legacy or deprecated browsers (e.g., Internet Explorer); (b) Load testing or stress testing for high-traffic scenarios; (c) Penetration testing or cybersecurity audits; (d) Testing on proprietary or enterprise device management systems; (e) End-to-end User Acceptance Testing (UAT) — this is the Client's responsibility during the Staging review period.

The Client's approval of the Staged Project (explicit or deemed under Section 26.2) constitutes formal acceptance of the Deliverables and acknowledgment that they meet the agreed specifications.

Bugs or defects reported within 14 days of Handover that exist within the original agreed scope will be fixed by MTechnology at no extra cost. Bugs arising from Client modifications post-Handover are not covered.

Unless explicitly stated and priced in the Proposal, MTechnology does NOT guarantee that Deliverables comply with: (a) Web Content Accessibility Guidelines (WCAG) 2.1 or 2.2 at any level (A, AA, or AAA); (b) The Americans with Disabilities Act (ADA) digital accessibility standards (applicable to US-based clients); (c) The European Accessibility Act 2025 requirements; (d) Any other national or international accessibility standard.

Clients who require accessibility compliance must explicitly request it in writing before the Proposal is issued. Accessibility compliance work will be scoped and priced separately.

MTechnology is not liable for any legal action, fine, or penalty imposed on the Client for failing to meet accessibility requirements on their delivered website or app unless MTechnology was specifically contracted and paid to deliver accessibility-compliant work.

The Client is solely responsible for all taxes, levies, duties, and charges arising from their purchase of MTechnology's services in their own jurisdiction, including but not limited to: (a) Goods and Services Tax (GST) if the Client is a registered GST taxpayer claiming input tax credit; (b) Import of service taxes applicable in the Client's country; (c) Income tax on business expenses (deductibility of service fees); (d) Any VAT, sales tax, or service tax in international jurisdictions.

MTechnology is not currently registered under the Goods and Services Tax Act, 2017 (India), as annual turnover is below the mandatory registration threshold of ₹20,00,000 (Twenty Lakh Rupees) under Section 22 of the CGST Act, 2017. Therefore: (a) MTechnology invoices do NOT include GST; (b) No GST number will be provided on invoices; (c) Clients who require a GST invoice should disclose this requirement before engaging MTechnology's services, as it may affect pricing.

MTechnology will issue a standard service invoice for every payment received, which can be used for the Client's own bookkeeping and tax purposes.

MTechnology may engage freelancers, contractors, or specialist third-party contributors to assist in delivering a Project. The Client consents to this by accepting these Terms.

All subcontractors engaged by MTechnology are bound by confidentiality obligations equivalent to those in Section 11 of these Terms. MTechnology remains fully responsible for the quality and integrity of the final Deliverables regardless of subcontractor involvement.

MTechnology will NOT disclose the identity of its subcontractors to the Client without mutual agreement, as this information is considered proprietary business information.

The Client's agreement is with MTechnology only. Subcontractors have no direct legal relationship with the Client and may not be contacted, solicited, or contracted by the Client independently (see Section 22 — Non-Solicitation).

Websites and applications delivered by MTechnology may include cookies, local storage, tracking pixels, analytics scripts (e.g., Google Analytics), or third-party embedded services (e.g., Google Maps, YouTube embeds).

After Handover, the Client becomes the "Data Controller" (as defined under GDPR and the Digital Personal Data Protection Act, 2023) for all user data collected by the delivered website, including cookie and tracking data.

The Client is solely responsible for: (a) Implementing a legally compliant Cookie Consent banner if required by applicable law (mandatory for EU/UK users under GDPR and ePrivacy Directive); (b) Maintaining an up-to-date Cookie Policy and Privacy Policy on their website; (c) Obtaining valid user consent before placing non-essential cookies.

MTechnology will inform the Client of all tracking technologies included in the Deliverables at the time of Handover. Beyond this disclosure, MTechnology bears no responsibility for the Client's cookie compliance.

The following provisions survive the expiration, cancellation, or termination of any Project agreement and remain binding on both parties indefinitely: (a) Section 8 — Intellectual Property and Ownership; (b) Section 11 — Confidentiality (survives indefinitely); (c) Section 12 — Liability Limitations; (d) Section 15 — Dispute Resolution and Governing Law; (e) Section 16 — Data Protection obligations; (f) Section 20 — Indemnification (survives indefinitely); (g) Section 22 — Non-Solicitation (survives for 12 months post-project); (h) Section 32 — this clause itself; (i) Any payment obligations outstanding at the time of termination.

Both parties expressly acknowledge and agree that all digital communications between MTechnology and the Client, including but not limited to emails, WhatsApp messages, Telegram messages, Instagram DMs, or any other digital messaging platform, constitute valid written communications and evidence of agreements made.

Under Section 65B of the Indian Evidence Act, 1872 (as amended), and Sections 4 and 10A of the Information Technology Act, 2000, electronic records and digital communications are admissible as evidence in Indian courts with appropriate certification.

Screenshots of WhatsApp or other messaging conversations may be used as evidence of scope changes, approvals, payment confirmations, or any other agreement made during the Project. Both parties consent to this use.

The Client acknowledges that verbal agreements, phone calls, or in-person discussions NOT followed by a written confirmation (email or message) are NOT binding on MTechnology and cannot be used to override any written agreement or these Terms.

These Terms and any Project agreement may ONLY be modified, amended, or varied by a written document signed (or digitally confirmed) by both MTechnology and the Client.

No oral statement, verbal promise, phone conversation, or informal discussion by any representative of MTechnology shall constitute a modification of these Terms or any Project agreement.

Specifically, the following are NOT valid modifications unless confirmed in writing: (a) Promises to add more pages, features, or functionality at no extra cost; (b) Extensions of deadlines beyond what is stated in the Proposal; (c) Reductions in agreed pricing; (d) Promises of specific business results (leads, sales, traffic); (e) Any commitment made in a phone call or video meeting without a follow-up written summary.

The Client waives any right to claim that MTechnology made any oral representation that is inconsistent with these Terms.

MTechnology provides all services and Deliverables on an "AS IS" and "AS AVAILABLE" basis. To the fullest extent permitted by applicable law, MTechnology makes NO warranty, express or implied, that: (a) The Deliverables will be error-free, uninterrupted, or free from bugs after the 14-day post-Handover defect period (Section 27.5); (b) The Deliverables will meet any specific business outcome or performance benchmark beyond the technical specifications agreed in the Proposal; (c) The Deliverables will be compatible with future updates to third-party platforms, browsers, operating systems, or APIs; (d) Any AI-assisted content or AI-generated elements included in the Deliverables will be free from hallucination, factual error, or bias.

MTechnology DISCLAIMS all implied warranties, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

POST-14-DAY SUPPORT: After the 14-day defect correction period under Section 27.5 expires, any support, maintenance, updates, or bug fixes requested by the Client will be billed at MTechnology's standard hourly or project rate at the time of the request.

CONSUMER PROTECTION NOTE (Indian Clients): Indian Clients who qualify as "consumers" under the Consumer Protection Act, 2019 retain their statutory rights. These Terms do not attempt to exclude or restrict any right that cannot be excluded under mandatory consumer protection legislation. However, MTechnology's liability in all cases remains capped at the total amount paid for the relevant Project (Section 12.2).