Terms of Service

1. Introduction and Acceptance

These Terms of Service ('Terms') govern your access to and use of hunnyshah.krutikparikh.ca ('Website') and professional software development services provided by Hunny Shah, operating through a strategic partnership with Krutik Parikh ('we', 'us', 'our'). By accessing the Website or engaging our services, you agree to be bound by these Terms. If you do not agree, please discontinue use immediately.

2. Definitions

• 'Services' refers to software development, consulting, support, and related professional services
• 'Client' or 'you' refers to the individual or entity engaging our services
• 'Deliverables' refers to software, documentation, and other work products created under a service agreement
• 'Agreement' refers to any contract, statement of work, or service engagement between parties
• 'Intellectual Property' refers to copyrights, patents, trademarks, trade secrets, and proprietary information

3. Service Engagement and Scope

Our software development services are provided under specific engagement models:

• Hourly/Time & Materials: Billed based on actual hours worked at agreed rates
• Fixed-Price Projects: Defined scope with predetermined cost and timeline
• Retainer Agreements: Ongoing services with monthly commitments
• Agile/Sprint-Based: Iterative development with flexible scope adjustments
• Equity Partnerships: Shared ownership in exchange for development services (subject to separate agreement)
• Government Contracts: Subject to procurement regulations and RFP/tender terms

4. Client Responsibilities

For successful project delivery, clients must:

• Provide accurate project requirements, specifications, and necessary information
• Respond to questions and provide feedback within agreed timelines
• Grant necessary access to systems, APIs, databases, and resources
• Designate authorized representatives for project decisions
• Provide timely approvals at project milestones
• Make payments according to agreed schedules
• Maintain confidentiality of proprietary information and deliverables
• Comply with applicable laws and regulations in their jurisdiction

5. Intellectual Property Rights

IP ownership is clearly defined in each service agreement:

6. Payment Terms and Conditions

Payment structures vary by engagement model:

• Deposits: Typically 25-50% upfront for fixed-price projects
• Milestone Payments: Tied to completion of defined project phases
• Hourly Billing: Invoiced weekly or bi-weekly with detailed time tracking
• Retainers: Billed monthly in advance
• Payment Methods: Bank transfer, credit card, PayPal (subject to transaction fees)
• Currency: All rates quoted in Canadian Dollars (CAD) unless otherwise specified
• Late Payments: 2% monthly interest on overdue balances after 30 days
• Non-Payment: Work suspension after 45 days; lien rights on deliverables until payment

7. Change Requests and Scope Modifications

Projects may require adjustments during development:

• Change requests must be submitted in writing (email acceptable)
• We will provide impact assessment (timeline, cost, dependencies)
• Changes require mutual written agreement before implementation
• Additional costs for out-of-scope work will be quoted separately
• Scope reductions do not automatically reduce project costs
• Agile projects accommodate changes within sprint planning cycles

8. Warranties and Quality Assurance

We stand behind our work with the following guarantees:

• Professional Standards: Services performed with industry-standard care and skill
• Code Quality: Adherence to coding standards, best practices, and security guidelines
• Defect Warranty: 90-day warranty on bugs in delivered code (excludes third-party components)
• Compatibility: Testing across agreed browsers, devices, and platforms
• Security: Implementation of industry-standard security measures
• Accessibility: WCAG 2.1 AA compliance when specified (government projects)
• Performance: Reasonable efforts to meet specified performance metrics

9. Limitation of Liability

To the maximum extent permitted by law:

• Total liability limited to fees paid for the specific services in question
• No liability for indirect, consequential, or punitive damages
• No liability for loss of profits, data, or business interruption
• Insurance: We maintain $2 million professional liability insurance
• Exceptions: Liability caps do not apply to gross negligence, willful misconduct, or breach of confidentiality

10. Confidentiality and Non-Disclosure

We take client confidentiality seriously:

• All client information treated as confidential
• No disclosure to third parties without written consent
• Secure handling of sensitive data per PIPEDA requirements
• Staff bound by confidentiality agreements
• Confidentiality survives project completion indefinitely
• Exceptions: Required disclosures by law or court order

11. Termination and Project Cancellation

Either party may terminate an engagement under certain conditions:

• Mutual Agreement: Terminate any time with written consent of both parties
• Convenience: Client may terminate with 14 days written notice (fees apply)
• Cause: Either party may terminate immediately for material breach
• Non-Payment: We may suspend/terminate work after 45 days of non-payment
• Upon Termination: Client pays for work completed to termination date
• Deliverables: Client receives work-in-progress upon full payment of outstanding fees
• Refunds: No refunds for work already performed or deposits on commenced projects

12. Post-Launch Support and Maintenance

Ongoing support is available through separate agreements:

• Initial support included during warranty period (90 days)
• Extended support available via maintenance agreements
• Emergency support (24/7) for critical systems under premium plans
• Software updates and security patches per maintenance schedule
• Response times defined in support agreement SLAs
• Priority support for government and enterprise clients

13. Government and Regulatory Compliance

For government and regulated industry clients:

• PIPEDA compliance for personal data handling
• WCAG 2.1 AA accessibility standards
• Bilingual service delivery (EN/FR) when required
• Security clearance capability (reliability/secret)
• Canadian data residency and sovereignty
• Audit trails and documentation as required
• Compliance with procurement regulations (PSPC, provincial)

14. Indemnification

Mutual indemnification provisions:

• We indemnify clients against claims arising from our negligence or IP infringement
• Clients indemnify us against claims arising from their content, data, or use of deliverables
• Indemnification subject to: prompt notice, cooperation, and control of defense
• Indemnification obligations survive project completion

15. Force Majeure

Neither party liable for delays or failures due to events beyond reasonable control:

• Natural disasters, pandemics, government actions
• Wars, terrorism, civil unrest
• Internet outages, hosting failures (beyond our control)
• Strikes, labor disputes
• Force majeure suspends obligations during event duration
• Projects may be terminated if delay exceeds 60 days

16. Dispute Resolution and Governing Law

In the event of disputes:

• Governing Law: These Terms governed by laws of Ontario, Canada
• Jurisdiction: Courts of Ontario have exclusive jurisdiction
• Good Faith Negotiation: Attempt to resolve disputes through discussion (30 days)
• Mediation: If negotiation fails, mandatory mediation before litigation
• Arbitration: Optional binding arbitration under ADR Institute of Canada rules
• Language: All proceedings conducted in English unless parties agree to French

17. General Provisions

• Entire Agreement: Service agreements supersede prior discussions/understandings
• Amendments: Must be in writing and signed by both parties
• Assignment: Cannot assign rights without written consent
• Severability: Invalid provisions do not affect remaining terms
• Waiver: Failure to enforce rights does not waive future enforcement
• Notices: Written notices to email addresses in service agreement
• Relationship: Independent contractor relationship, not employment or partnership

18. Questions About Terms

For questions or clarifications regarding these Terms of Service: