Terms of Service

1. Acceptance of these terms

These Terms of Service ("Terms") govern your use of the website at dayonza.com and any services provided by Dayonza Private Limited ("Dayonza", "we", "us", or "our"), a company incorporated in India with its office at 4B, 4th Floor, Hari Om Mansion, Mitthu Road, Bank More, Dhanbad, Jharkhand - 828130.

By browsing this website, sending us an enquiry, or accepting a quotation from us, you agree to these Terms. If you do not agree with them, please do not use this website or engage our services.

Where we and a client sign a separate agreement, work order, or master services agreement, that document governs the engagement, and these Terms apply only to the extent they are not inconsistent with it.

2. Definitions

• "Client" means the person or organisation that engages Dayonza to provide Services.
• "Services" means software development, website design and development, business management systems, digital promotion and marketing, branding, hosting and maintenance, integration, support, and any other work we agree to perform.
• "Deliverables" means the software, source code, designs, documents, creatives, reports, and other materials we produce for a Client under an engagement.
• "Proposal" means the quotation, estimate, scope document, or work order describing the Services, timeline, and charges for a specific engagement.

3. Use of this website

This website is provided for general information about our company and our Services. Product screens, dashboards, figures, and statistics shown on this site are illustrative mock-ups created to demonstrate capability. They are not records of any real client, transaction, or account, and must not be read as performance data.

You agree not to:

• Use this website for any unlawful purpose, or in a way that infringes the rights of others.
• Attempt to gain unauthorised access to the site, its server, or any connected system.
• Introduce malware, attempt to disrupt the site, or place unreasonable load on it through automated means.
• Copy, republish, or commercially exploit the content of this site without our written permission.

We try to keep the information on this site accurate and current, but we give no warranty that it is complete, error-free, or continuously available. We may change, suspend, or withdraw any part of the site without notice.

4. Quotations and engagement

An enquiry made through this website, by email, phone, or WhatsApp is a request for information and does not create a contract. Nothing on this website is an offer capable of acceptance.

A contract is formed only when we issue a Proposal and the Client accepts it in writing (including by email) and, where an advance is payable, pays it. Unless stated otherwise, a Proposal remains valid for 30 days from its date, after which prices and timelines may be revised.

5. Project scope and changes

The Services we perform are limited to what the accepted Proposal describes. Anything not expressly included is out of scope.

Requirements often evolve during a project, and that is normal. Where a Client asks for features, integrations, redesigns, or additional rounds of revision beyond the agreed scope, we will confirm the impact on cost and timeline in writing before proceeding. Additional work is chargeable and the delivery schedule is extended accordingly.

6. Client responsibilities

Timely delivery depends on both sides. The Client agrees to:

• Provide accurate requirements, content, logos, images, product data, and other materials needed for the work, in usable formats.
• Nominate a single point of contact authorised to give approvals and sign off on deliverables.
• Provide access to servers, domains, hosting accounts, ad accounts, social media accounts, and third-party systems where these are needed.
• Review submissions and provide consolidated feedback within a reasonable period, ordinarily 7 working days.
• Confirm that all content supplied to us is lawful and that the Client holds the necessary rights, licences, and consents for it.

Where a project is delayed or stalled because materials, approvals, or access are not provided, the timeline shifts accordingly and we are not liable for the delay. If a project remains inactive on the Client's side for more than 60 days, we may treat the delivered stage as complete, invoice for work performed to that point, and re-quote any remaining work.

7. Fees, invoicing and taxes

• Charges, the payment schedule, and any milestone structure are set out in the accepted Proposal.
• Unless the Proposal says otherwise, an advance is payable before work begins and the balance falls due against the agreed milestones.
• All fees are quoted exclusive of GST and other applicable taxes and government levies, which are charged additionally at the prevailing rate.
• Third-party costs — domain registration, hosting, SSL certificates, paid software licences, stock assets, SMS or email credits, and advertising spend — are not included in our fees unless the Proposal expressly says so, and are billed at actuals or paid directly by the Client.
• Invoices are payable within 15 days of the invoice date unless a different period is agreed in writing.
• We may suspend work, withhold deliverables, or disable access to hosted services where an undisputed invoice remains unpaid for more than 30 days after its due date, after giving written notice.
• Bank charges, payment gateway fees, and currency conversion costs on remittances are borne by the Client.

8. Delivery and acceptance

Timelines given in a Proposal are good-faith estimates based on the agreed scope and on the Client meeting its responsibilities under section 6. They are not guaranteed dates unless expressly stated to be.

On delivery of a milestone or of the final Deliverables, the Client has 7 working days to test and report any defect or deviation from the agreed scope in writing. If no written report is received in that period, the delivery is treated as accepted. Defects reported within the period will be corrected at no additional charge.

9. Warranty and support

We warrant that the Services will be performed with reasonable skill and care by suitably capable personnel, and that Deliverables will substantially conform to the agreed scope at the time of delivery.

For custom software and websites, we provide a free defect-fix warranty of 30 days from the date of final delivery. During this period we will correct, at no charge, reproducible bugs in the delivered functionality. The warranty does not cover:

• New features, enhancements, or changes to the agreed scope.
• Faults caused by modifications made by the Client or a third party to the code, database, server, or configuration.
• Faults caused by hosting failures, third-party services, browser or platform updates, or misuse.
• Content, data entry, or configuration errors on the Client's side.

Beyond the warranty period, support, updates, and maintenance are available under a separate annual maintenance contract or on a time-and-material basis. Except as stated in these Terms, all warranties, conditions, and representations implied by statute or otherwise are excluded to the fullest extent permitted by law. Software is not warranted to be error-free or uninterrupted.

10. Marketing and promotion services

Digital marketing depends on platforms, algorithms, competition, budgets, and market conditions that are outside our control. Accordingly:

• We do not guarantee any specific search engine ranking, traffic volume, number of leads, conversion rate, follower growth, or return on advertising spend. Any figures discussed are projections, not commitments.
• Advertising budgets are paid by the Client directly to the platform, or reimbursed to us at actuals, and are separate from our management fee.
• Search engines, social networks, and advertising platforms may change their policies, algorithms, or pricing at any time, and may suspend or reject accounts, campaigns, or content for reasons of their own. We are not liable for such actions.
• The Client remains responsible for the truthfulness and legality of claims made in advertising content it supplies or approves, and for compliance with applicable advertising, consumer protection, and industry regulations.
• Where we manage a Client's accounts, the Client retains ownership of those accounts and may revoke our access at any time.

11. Third-party products and services

Our Deliverables may incorporate or connect to third-party components — open-source libraries, frameworks, hosting platforms, payment gateways, SMS and email providers, mapping services, and similar. These are governed by their own licences and terms, which the Client agrees to comply with.

We are not responsible for the availability, performance, pricing changes, security, or discontinuation of any third-party product or service, nor for loss arising from it. Where a third-party licence or subscription is required for a Deliverable to function, keeping it current and paid for is the Client's responsibility unless we have agreed otherwise in writing.

12. Intellectual property

12.1 Our website and materials

All content on this website — text, layout, graphics, icons, code, and the Dayonza name and logo — is owned by or licensed to Dayonza Private Limited and is protected by applicable intellectual property law. You may not reproduce or reuse it commercially without our written consent.

12.2 Client deliverables

On full payment of all amounts due for an engagement, the Client receives ownership of the custom Deliverables created specifically for it, together with the content and data the Client supplied. Until full payment is received, all rights in the Deliverables remain with Dayonza and any licence to use them is provisional.

12.3 Pre-existing and reusable components

We retain ownership of our pre-existing materials — frameworks, libraries, tools, templates, boilerplate code, and general know-how developed before or independently of the engagement, including our product modules such as the CRM, order management, warehouse, and reporting systems. Where these are embedded in a Deliverable, the Client receives a non-exclusive, perpetual, non-transferable licence to use them as part of that Deliverable, but does not acquire ownership of them.

Nothing in these Terms prevents us from developing similar solutions for other clients, provided we do not use the Client's confidential information in doing so.

12.4 Portfolio rights

Unless the Client asks us in writing not to, we may name the Client and display non-confidential screenshots or a description of the completed work in our portfolio, website, and marketing materials.

13. Confidentiality

Each party may receive non-public information belonging to the other — business plans, pricing, customer lists, source code, designs, and technical data. Each party agrees to keep such information confidential, to use it only for the purposes of the engagement, and to disclose it only to personnel and contractors who need it and are bound by equivalent obligations.

These obligations do not apply to information that is or becomes public through no fault of the receiving party, was already lawfully known to it, is independently developed, or must be disclosed under law or a court order. They survive the end of the engagement.

14. Data protection

We handle personal data in accordance with our Privacy Policy and applicable Indian law, including the Digital Personal Data Protection Act, 2023.

Where we process personal data held in a Client's system, we do so as a processor on the Client's instructions. The Client, as data fiduciary, is responsible for having a lawful basis for collecting that data, for issuing its own privacy notices, and for responding to requests from the individuals concerned.

15. Limitation of liability

To the fullest extent permitted by law:

• Neither party is liable to the other for indirect, incidental, special, or consequential loss, or for loss of profit, revenue, goodwill, business opportunity, anticipated savings, or data, however arising.
• Our total aggregate liability arising out of or in connection with an engagement, whether in contract, tort, or otherwise, is limited to the total fees actually paid by the Client to us for that engagement in the 12 months preceding the event giving rise to the claim.
• We are not liable for loss arising from the Client's own systems, staff, content, or decisions, from third-party services, from hosting or connectivity failures, or from the Client's failure to maintain backups.

Nothing in these Terms limits liability for fraud, wilful misconduct, or any liability that cannot lawfully be limited or excluded.

16. Indemnity

The Client agrees to indemnify and hold Dayonza harmless against claims, damages, losses, and reasonable costs arising from content or materials the Client supplied to us, from the Client's use of the Deliverables in breach of these Terms or of applicable law, or from the Client's infringement of a third party's rights.

17. Termination and refunds

Either party may terminate an engagement by giving 15 days written notice. Either party may terminate immediately if the other commits a material breach and fails to remedy it within 15 days of written notice, or becomes insolvent.

On termination:

• The Client pays for all work performed and all third-party costs incurred up to the date of termination.
• Advances are applied against work already performed. Amounts paid for work already completed are non-refundable; any balance remaining after settling work performed and costs incurred will be refunded within 30 days.
• We will hand over the work completed to that point on payment of all outstanding amounts.
• Each party returns or deletes the other's confidential information on request, except where a law requires it to be retained.

Because our Services are custom professional work rather than a standard product, we do not offer refunds on completed and accepted deliverables on account of a change of mind.

18. Force majeure

Neither party is liable for a failure or delay in performing its obligations caused by events beyond its reasonable control, including natural disasters, epidemics, fire, flood, war, civil unrest, strikes, government action, failure of public infrastructure, extended power or internet outages, or major failures of cloud and hosting providers. The affected party will notify the other promptly and both will act reasonably to limit the impact.

19. Governing law and disputes

These Terms and any engagement under them are governed by the laws of India.

The parties will first try in good faith to resolve any dispute through discussion. If it cannot be resolved within 30 days, the dispute will be referred to arbitration by a sole arbitrator under the Arbitration and Conciliation Act, 1996. The seat and venue of arbitration will be Dhanbad, Jharkhand, and the proceedings will be conducted in English.

Subject to the above, the courts at Dhanbad, Jharkhand have exclusive jurisdiction.

20. General terms

• Entire agreement — these Terms, together with the accepted Proposal and any signed agreement, form the entire agreement between the parties on their subject matter and supersede earlier discussions.
• Changes to these Terms — we may update these Terms from time to time by posting a revised version on this page. Changes apply to engagements entered into after the revision date; they do not alter the terms of a Proposal already accepted.
• Assignment — neither party may assign its rights or obligations without the other's written consent, which will not be unreasonably withheld.
• Subcontracting — we may engage subcontractors for part of the Services, and remain responsible for their work.
• Independent contractors — nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between the parties.
• Severability — if any provision is held invalid or unenforceable, the rest remains in full effect.
• Waiver — a failure to enforce a provision is not a waiver of the right to enforce it later.
• Notices — notices may be given by email to the addresses used by the parties for the engagement, or in writing to the registered office.

21. Contact us

If you have any question about these Terms, please get in touch.

These Terms should be read together with our Privacy Policy.