Terms of Service.

1. Parties & agreement

These Terms of Service ("Terms") constitute a legally binding agreement between:

• HephaTech (operating its freelance services brand Hepha Works) — "we", "us", "our"; and
• Any person, sole proprietor, or organisation that accesses the Website or engages our services — "you", "your", "Client".

By using works.hephatech.in or by purchasing any service, you agree to be bound by these Terms, our Privacy Policy, and any engagement-specific written proposal accepted by you.

These Terms are issued in accordance with the Indian Contract Act, 1872, the Information Technology Act, 2000 (and the rules thereunder), the Consumer Protection Act, 2019 (and the Consumer Protection (E-Commerce) Rules, 2020), the Central Goods and Services Tax Act, 2017, and other applicable Indian law.

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2. Definitions

• "Website" means works.hephatech.in and any sub-pages or content thereon.
• "Services" means the freelance design, development, AI, marketing, talent acquisition, business consulting, and related work we offer through Hepha Works.
• "Gig" means a single focused engagement listed on the Website (e.g. Logo Design, Landing Page, AI Prototype). Each Gig is scoped and priced after a brief conversation.
• "Bundle" means a combination of Gigs offered together as a launch-ready package, also scoped and priced per engagement.
• "Project" means a custom multi-week engagement scoped through a written proposal.
• "Retainer" means an ongoing monthly engagement (e.g. Studio Retainer, Fractional CTO Retainer).
• "Deliverable" means any document, design, code, report, model, or other artefact produced for you under an engagement.
• "Proposal" means the written scope-of-work document we send you describing a specific engagement, including its price, timeline, milestones, and exclusions.

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3. Eligibility

To enter into these Terms or engage our Services, you must:

• Be at least 18 years of age and competent to contract under Section 11 of the Indian Contract Act, 1872; or
• Be a body corporate, partnership, LLP, society, or other legal person duly authorised to enter into binding contracts.

If you accept these Terms on behalf of an organisation, you represent that you have the authority to do so.

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4. Description of services

Hepha Works provides freelance services across the following areas:

• Brand & Identity — logo, type, colour, brand guidelines, posters, and collateral.
• UI / UX Design — product interfaces, design systems, prototypes.
• Web Development — marketing sites, landing pages, full-stack web apps.
• Mobile Development — cross-platform and native iOS / Android apps.
• AI, ML & Computer Vision — LLM apps, AI agents, RAG, computer vision and industrial AI (defect detection, OCR, quality inspection), ML models, analytics, and pipelines.
• Digital Marketing — SEO, content, social, paid campaigns.
• Tech Recruitment & Talent — sourcing, screening, and hiring support for engineering, design, and AI roles.
• Fractional CTO & Consulting — fractional CTO support, codebase & architecture audits, product strategy, pre-fundraise tech due diligence.

Engagements are offered as Gigs, Bundles, Projects, or Retainers. Every engagement is scoped and priced after a brief conversation — the Website does not run an online checkout, and the marketing copy is illustrative rather than an offer for sale. Specific scope, deliverables, milestones, and exclusions are set out in the applicable written Proposal that we send you within 1–2 business days of receiving your brief.

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5. Engagement & scope

5.1 How an engagement begins

1. You send us a brief — via the contact form on the Website, by WhatsApp (+91 99400 45810), or by email to hello@hephatech.in.
2. Within 1–2 business days, we reply with a written Proposal setting out scope, milestones, timeline, deliverables, and a fixed engagement price.
3. The engagement commences when both parties have signed (electronically or otherwise) the Proposal and we receive the agreed first-milestone advance payment.

Marketing copy on the Website, the values shown in the contact-form budget selector, and any quoted indicative prices are not binding offers — only the signed Proposal is.

5.2 Scope & change requests

The Proposal (or, for Gigs, the product page on the Website) is the authoritative record of scope. Any work materially outside that scope is a change request and may attract additional fees and time, which will be communicated in writing before any work proceeds.

5.3 Client responsibilities

To enable timely delivery, you agree to:

• Provide accurate, complete information for the engagement;
• Respond to requests for review or approval within a reasonable time;
• Provide access, credentials, and assets necessary for the work;
• Ensure that any content or material you provide does not infringe a third party's rights.

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6. Fees, taxes & invoices

All prices on the Website are quoted in Indian Rupees (INR) and are exclusive of Goods and Services Tax (GST), which will be added at the rate prescribed by law and shown on the invoice. International clients are billed in INR or USD as agreed in the Proposal; tax may be reverse-charged in your jurisdiction depending on local rules.

You will receive a GST-compliant tax invoice for every payment, in line with Section 31 of the CGST Act, 2017. Invoices are retained for at least eight (8) years as required by Indian tax law.

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7. Payment terms

7.1 Methods accepted

Hepha Works does not run an online payment-link checkout. We accept:

• India: direct bank transfer (NEFT / IMPS / RTGS), UPI to a registered account, or PO-based invoicing for organisations.
• International: wire transfer or international card-on-invoice.

We do not see, receive, or store your card number, CVV, UPI PIN, or net-banking credentials. Your bank handles credentials directly with you. Payment is deemed received only when the funds reflect in our designated bank account.

7.2 Milestone billing

• Gigs: 50% advance, balance on delivery (or as set out in the Proposal).
• Bundles: 50% advance, 50% on final delivery (or as set out in the Proposal).
• Projects: 30–40% advance, balance billed by delivered milestone.
• Retainers: billed monthly in advance, with a minimum 3-month commitment unless the Proposal says otherwise.

7.3 Late payment

Invoices are payable within the timeframe stated on the invoice (typically 7 days). Late payments may attract simple interest at 1.5% per month (or the maximum rate permitted by law, if lower) and we may suspend further work until dues are cleared.

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8. Cancellations & refunds

This section is in addition to your statutory rights under the Consumer Protection Act, 2019 and the Consumer Protection (E-Commerce) Rules, 2020.

8.1 If you cancel

• Before work begins (after Proposal signed): full refund of any advance, less any non-refundable third-party costs already incurred (e.g. licensed fonts, domain registration).
• After work has begun: you may cancel at any time. You will keep all Deliverables completed up to that point and pay only for the work performed and fairly attributable costs incurred. Any unused advance will be refunded; any shortfall will be invoiced.
• WhatsApp/email enquiries that have not been formalised in a signed Proposal: there is no engagement and no payment is due.

8.2 If we cancel or fail to deliver

• If we cancel an engagement before delivery for reasons other than your material breach, you receive a pro-rata refund of any advance.
• If we materially fail to deliver an agreed Deliverable, you are entitled to a refund of the fees paid for that Deliverable, in addition to any remedies available under law.

8.3 Refund mechanics

Approved refunds are processed within 10 business days through the original payment method where possible. For bank-transfer or UPI payments, the refund will reach the same account from which payment was made; for international wire transfers, refunds are remitted in the original currency, less any wire-transfer charges levied by the intermediary banks.

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9. Intellectual property

9.1 Pre-existing materials

Each party retains ownership of intellectual property it owned before the engagement and of any independent tools, methods, frameworks, or know-how it brings to the engagement.

9.2 Deliverables

Subject to full payment of all amounts due, you receive a perpetual, worldwide, non-exclusive licence (or, where the Proposal expressly says so, an assignment) of the Deliverables for your internal business use and any use described in the Proposal.

Until full payment is received, we retain ownership and you have no right to use the Deliverables in production or to distribute them.

9.3 Third-party assets

Some Deliverables may incorporate third-party assets (open-source code, fonts, stock images, AI model APIs). Their licences continue to apply and we will identify them clearly in the Proposal or hand-off notes.

9.4 Showcase rights

Unless the Proposal says otherwise, we may publicly reference the engagement and display non-confidential Deliverables in our portfolio and marketing material. We will respect any reasonable confidentiality request.

9.5 Trademarks

"HephaTech" and "Hepha Works" are trademarks of HephaTech. You receive no right to use them except to refer to us factually as your service provider.

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10. Confidentiality

Each party agrees to keep the other's confidential information in confidence and not to disclose or use it except for the purposes of the engagement. This obligation:

• Survives termination of the engagement for a period of three (3) years;
• Does not apply to information that is or becomes public without breach, was lawfully known before disclosure, is independently developed, or is required to be disclosed by law (with reasonable advance notice where lawful);
• May be supplemented by a separate Non-Disclosure Agreement, which we are happy to sign on request.

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11. Acceptable use of the Website

You agree not to:

• Use the Website for any unlawful purpose or in breach of these Terms;
• Submit content through any form or message that is defamatory, infringing, harassing, or otherwise unlawful;
• Attempt to gain unauthorised access to any part of the Website, our infrastructure, or our service providers;
• Use automated means (scrapers, bots, scripts) to access or harvest content beyond reasonable indexing by search engines.

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12. Warranties & disclaimers

We warrant that we will perform the Services with reasonable skill and care, in line with prevailing professional standards.

This clause does not exclude any liability or right that cannot be lawfully limited under the Consumer Protection Act, 2019 or other applicable law.

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13. Limitation of liability

Nothing in this clause limits liability that cannot be limited by law (for example, liability for fraud, gross negligence, or wilful misconduct, or any consumer rights that cannot be waived).

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14. Indemnity

You agree to indemnify and hold us harmless from claims, losses, damages, and reasonable costs (including reasonable legal fees) arising out of or related to:

• Your breach of these Terms or the applicable Proposal;
• Content, materials, or instructions you provide that infringe a third-party right;
• Your unlawful or unauthorised use of any Deliverable.

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15. Force majeure

Neither party is liable for failure or delay in performing its obligations to the extent caused by an event beyond its reasonable control, including natural disasters, government action, internet or power outages, labour disputes, or epidemics. The affected party will notify the other promptly and resume performance as soon as reasonably possible.

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16. Term & termination

• Term: these Terms apply for as long as you use the Website or have an active engagement with us.
• Termination for convenience: either party may end an engagement at any time, subject to the cancellation and refund provisions in section 8.
• Termination for cause: either party may terminate immediately on written notice if the other materially breaches these Terms and fails to cure within 15 days of being notified.
• Survival: sections that by their nature should survive (Intellectual Property, Confidentiality, Warranties, Limitation of Liability, Indemnity, Governing Law, Dispute Resolution, General Provisions) survive termination.

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17. Governing law & jurisdiction

These Terms and any engagement under them are governed by the laws of India, without regard to conflict-of-laws principles. Subject to section 18, the courts at Bengaluru, Karnataka, India shall have exclusive jurisdiction over any matter arising out of or relating to these Terms.

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18. Dispute resolution

The parties agree to attempt to resolve any dispute through good-faith negotiation in the first instance.

If the dispute is not resolved within 30 days of written notice, it shall be referred to and finally resolved by arbitration under the Arbitration and Conciliation Act, 1996:

• The arbitration shall be conducted by a sole arbitrator mutually appointed by the parties;
• The seat of arbitration shall be Bengaluru, Karnataka, India;
• The language of arbitration shall be English;
• The arbitral award shall be final and binding on the parties.

This clause does not prevent either party from seeking urgent injunctive or interim relief from a competent court.

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19. General provisions

• Entire agreement: these Terms together with the Privacy Policy and any signed Proposal constitute the entire agreement between the parties with respect to the subject matter and supersede all prior discussions.
• Amendment: we may update these Terms from time to time. Material changes will be highlighted on the Website. Your continued use after the effective date constitutes acceptance.
• Severability: if any provision is held to be invalid or unenforceable, the remaining provisions remain in full force.
• No waiver: failure to enforce any provision is not a waiver of the right to enforce it later.
• Assignment: you may not assign these Terms without our written consent. We may assign to a successor entity in connection with a corporate reorganisation, with notice.
• Notices: notices to us must be sent to hello@hephatech.in. Notices to you will be sent to the email address on your engagement record.
• Independent contractors: nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between the parties.
• Compliance with the IT Act: these Terms also constitute the "rules and regulations, privacy policy, and user agreement" required under Rule 3(1)(a) of the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021, to the extent applicable.

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20. Contact

For any question about these Terms or an engagement:

• Email: hello@hephatech.in
• Postal address: available on request via email
• Privacy Policy: works.hephatech.in/privacy.html

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