Terms of Service

1. Introduction and Acceptance

Welcome to Vrahad Analytics LLP ("Vrahad Analytics," "we," "our," or "us"). These Terms of Service ("Terms") govern your access to and use of our website, services, and solutions, including but not limited to data analytics, GenAI solutions, AWS development, Azure support, data migration, big data processing, Databricks support, and cost optimization services.

By accessing our website, engaging our services, or entering into a service agreement with us, you ("Client," "you," or "your") agree to be bound by these Terms. If you do not agree to these Terms, please do not use our services.

2. Services Provided

Vrahad Analytics provides the following professional services:

• Data Analytics Solutions: Advanced data analysis, business intelligence, and data visualization services
• Generative AI Solutions: Implementation of GenAI technologies for business optimization and innovation
• AWS Development: Cloud infrastructure design, deployment, and management on Amazon Web Services
• Azure Support: Microsoft Azure cloud services, migration, and technical support
• Data Migration: Secure and efficient migration of data across platforms and environments
• Big Data Processing: Large-scale data processing, ETL pipelines, and data engineering solutions
• Databricks Support: Implementation, optimization, and support for Databricks platforms
• Cost Optimization: Cloud infrastructure cost analysis and optimization strategies

Specific service details, deliverables, timelines, and pricing will be outlined in individual service agreements or statements of work.

3. Service Agreements and Scope

3.1 Engagement Terms: Each service engagement will be governed by a mutually agreed Statement of Work (SOW) or Service Agreement that specifies project scope, deliverables, timelines, fees, and payment terms.

3.2 Scope Changes: Any changes to the agreed scope of work must be documented in writing and approved by both parties. Additional work may result in adjusted fees and timelines.

3.3 Client Responsibilities: Clients are responsible for providing timely access to necessary data, systems, resources, and personnel required for service delivery. Delays caused by client-side dependencies may impact project timelines.

4. Fees and Payment Terms

4.1 Service Fees: Fees for services will be specified in the applicable SOW or Service Agreement. Pricing may be based on fixed project costs, time and materials, or retainer arrangements.

4.2 Payment Terms: Unless otherwise agreed, invoices are due within 30 days of the invoice date. Late payments may be subject to interest charges at the rate of 1.5% per month or the maximum rate permitted by law, whichever is lower.

4.3 Expenses: Reasonable out-of-pocket expenses incurred in connection with services (travel, third-party tools, cloud infrastructure costs) will be billed separately unless included in the agreed project fee.

4.4 Taxes: All fees are exclusive of applicable taxes, duties, or levies, which shall be the responsibility of the Client.

5. Intellectual Property Rights

5.1 Client Data: All data, content, and materials provided by the Client remain the Client's property. Client grants us a limited license to use such materials solely for the purpose of providing the agreed services.

5.2 Deliverables: Upon full payment, Client receives ownership of specific deliverables created exclusively for the Client as outlined in the SOW. This includes custom code, models, reports, and documentation created specifically for the Client's project.

5.3 Pre-existing Materials: Vrahad Analytics retains all rights to pre-existing intellectual property, methodologies, tools, frameworks, templates, and proprietary technologies used in service delivery. Client receives a non-exclusive license to use such materials only as part of the delivered solution.

5.4 General Knowledge: We retain the right to use general knowledge, skills, and experience gained during the engagement for other projects, provided no confidential information is disclosed.

6. Confidentiality

6.1 Confidential Information: Both parties agree to maintain confidentiality of all proprietary and confidential information disclosed during the engagement, including but not limited to business strategies, data, technical information, and project details.

6.2 Exclusions: Confidentiality obligations do not apply to information that: (a) is publicly available, (b) was known prior to disclosure, (c) is independently developed, or (d) must be disclosed by law.

6.3 Duration: Confidentiality obligations survive termination of the service agreement and continue for a period of five (5) years from the date of disclosure.

7. Data Protection and Security

7.1 Data Processing: We process Client data in accordance with applicable data protection laws and our Privacy Policy. When processing personal data on behalf of the Client, we act as a data processor.

7.2 Security Measures: We implement industry-standard security measures including encryption, access controls, and regular security audits to protect Client data.

7.3 Data Location: Client data may be processed on cloud infrastructure (AWS, Azure, Databricks) in various geographic locations. We ensure appropriate safeguards are in place for international data transfers.

7.4 Data Breach Notification: In the event of a data security breach affecting Client data, we will notify the Client promptly and cooperate in remediation efforts.

8. Warranties and Disclaimers

8.1 Service Warranty: We warrant that services will be performed in a professional and workmanlike manner consistent with industry standards. We will re-perform non-conforming services at no additional charge.

8.2 Disclaimer: EXCEPT AS EXPRESSLY PROVIDED HEREIN, SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

8.3 Third-Party Services: We do not warrant the performance of third-party services, platforms, or tools (including AWS, Azure, Databricks) used in service delivery. We will use commercially reasonable efforts to work with such providers.

8.4 Results: While we strive for optimal results, we do not guarantee specific business outcomes, ROI, cost savings, or performance improvements, as results depend on various factors beyond our control.

9. Limitation of Liability

9.1 Direct Damages: Our total liability for direct damages arising from any service engagement shall not exceed the total fees paid by Client for the specific services giving rise to the liability during the twelve (12) months preceding the claim.

9.2 Indirect Damages: IN NO EVENT SHALL VRAHAD ANALYTICS BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST DATA, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9.3 Exceptions: The limitations in this section do not apply to: (a) breach of confidentiality obligations, (b) infringement of intellectual property rights, or (c) gross negligence or willful misconduct.

10. Indemnification

10.1 By Vrahad Analytics: We will indemnify and hold Client harmless against claims that our deliverables infringe third-party intellectual property rights, provided Client promptly notifies us and grants us control of the defense.

10.2 By Client: Client will indemnify and hold us harmless against claims arising from: (a) Client's data or materials, (b) Client's use of deliverables beyond the scope of the license granted, or (c) Client's breach of these Terms.

11. Term and Termination

11.1 Term: Service engagements commence upon execution of a SOW and continue until completion of deliverables or termination in accordance with these Terms.

11.2 Termination for Convenience: Either party may terminate a service engagement with 30 days' written notice. Client shall pay for services performed and expenses incurred up to the termination date.

11.3 Termination for Cause: Either party may terminate immediately upon written notice if the other party: (a) materially breaches these Terms and fails to cure within 15 days, (b) becomes insolvent, or (c) ceases business operations.

11.4 Effects of Termination: Upon termination: (a) Client shall pay all outstanding fees and expenses, (b) we will return or destroy Client data as directed, and (c) all licenses granted terminate except as necessary for Client to use completed deliverables.

12. Website Use and Acceptable Use Policy

12.1 License: We grant you a limited, non-exclusive, non-transferable license to access and use our website for legitimate business purposes.

12.2 Prohibited Activities: You agree not to:

• Use automated systems to scrape or collect data from our website
• Attempt to gain unauthorized access to our systems or networks
• Interfere with or disrupt the website or servers
• Upload malicious code, viruses, or harmful materials
• Violate any applicable laws or regulations
• Infringe on intellectual property rights
• Impersonate any person or entity

13. Dispute Resolution

13.1 Negotiation: The parties agree to first attempt to resolve disputes through good-faith negotiation between senior management representatives.

13.2 Arbitration: If negotiation fails, disputes shall be resolved through binding arbitration in Hyderabad, India, in accordance with the Arbitration and Conciliation Act, 1996.

13.3 Governing Law: These Terms shall be governed by and construed in accordance with the laws of India, without regard to conflict of law provisions.

14. General Provisions

14.1 Entire Agreement: These Terms, together with any applicable SOW or Service Agreement, constitute the entire agreement between the parties and supersede all prior agreements and understandings.

14.2 Amendments: We reserve the right to modify these Terms at any time. Material changes will be communicated to active clients. Continued use of services constitutes acceptance of modified Terms.

14.3 Assignment: Client may not assign rights or obligations under these Terms without our prior written consent. We may assign to affiliates or in connection with a merger or sale of assets.

14.4 Force Majeure: Neither party shall be liable for failure to perform obligations due to circumstances beyond reasonable control, including natural disasters, acts of government, or network failures.

14.5 Severability: If any provision is found unenforceable, the remaining provisions remain in full force and effect.

14.6 Waiver: Failure to enforce any provision does not constitute a waiver of that provision or any other provision.

14.7 Independent Contractors: The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, or employment relationship.

15. Contact Information

For questions regarding these Terms of Service or to discuss service engagements, please contact us:

16. Acknowledgment

By using our services or website, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service. If you are entering into these Terms on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.