Acceptance of Terms
These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client", "you", or "your") and YooPay Software Systems Private Limited, a company incorporated under the laws of India with its registered office at Gadhveer Colony, Majra Mehuwala, Dehradun – 248171, Uttarakhand ("YooPay", "we", "us", or "our").
By accessing our website, engaging our services, signing a project agreement, or making any payment to YooPay, you unconditionally accept and agree to be bound by these Terms. If you do not agree to these Terms, please do not engage our services.
These Terms apply to all services offered by YooPay including mobile app development, web design, digital marketing, invoice software, courier management systems, and all related consulting services.
Our Services
YooPay provides the following software and digital services to small and medium businesses:
- Custom Mobile Application Development — Android and iOS applications built per client specifications.
- Web Design & Development — Responsive websites, landing pages, e-commerce platforms, and web applications.
- Digital Marketing — SEO, PPC/Google Ads, social media marketing, content creation, and analytics.
- Invoice Management Software — Cloud-based GST-compliant billing, invoicing, and payment tracking solutions.
- Courier Management Software — Logistics and courier tracking, dispatch management, and reporting platforms.
- Technology Consulting — Strategy, architecture reviews, and technical advisory services.
The exact scope of services for each engagement will be defined in a separate Statement of Work (SOW), project proposal, or signed agreement between the parties.
Client Obligations
As a client of YooPay, you agree to:
- Provide accurate, complete, and timely information required for project execution.
- Designate a point of contact with authority to make decisions and provide approvals.
- Review and provide feedback on deliverables within the agreed review periods.
- Make payments in accordance with the agreed payment schedule.
- Not use our services for any unlawful, fraudulent, or harmful purpose.
- Not share YooPay's proprietary methodologies, code frameworks, or confidential information with third parties without prior written consent.
- Ensure that any content, data, or materials you provide do not infringe upon the intellectual property rights of any third party.
- Cooperate with YooPay's team in a respectful and professional manner.
Payment Terms
Project-Based Engagements
- An advance payment (typically 30–50% of the total project value) is required before work commences.
- Subsequent milestone payments are due within 5 business days of milestone delivery and approval.
- Final payment is due upon project completion and before final delivery or deployment.
Subscription Services
- Monthly subscriptions are billed in advance at the beginning of each calendar month.
- Annual subscriptions are billed annually in advance and may be subject to a discount as agreed.
Late Payments
Overdue invoices are subject to a late payment fee of 1.5% per month on the outstanding balance. YooPay reserves the right to pause or suspend work until outstanding payments are cleared.
Taxes
All prices are exclusive of applicable taxes including GST. GST will be charged at the applicable rate as per Indian tax law and reflected in the invoice.
Intellectual Property
Client-Owned IP
Upon receipt of full and final payment, the intellectual property rights in all custom deliverables created exclusively for the client (including code, designs, and content) shall transfer to the client.
YooPay-Retained IP
YooPay retains all rights to:
- Pre-existing code libraries, frameworks, tools, and methodologies used in delivering services.
- Generic components and utilities not created exclusively for the client's project.
- YooPay's brand assets, logos, website content, and proprietary software platforms.
License
Where third-party software, libraries, or frameworks are used, the client acknowledges that such usage is subject to the respective third-party license terms, and YooPay shall not be liable for any breach of such third-party licenses by the client.
IP transfer does not occur until all outstanding payments are received in full. YooPay may retain a limited license to display completed work in its portfolio unless otherwise agreed in writing.
Confidentiality
Both parties agree to maintain the confidentiality of proprietary information shared during the course of the engagement. "Confidential Information" includes, but is not limited to, business strategies, financial data, technical specifications, and client data.
Neither party shall disclose Confidential Information to any third party without prior written consent, except where required by law or court order. This obligation survives termination of the agreement for a period of 3 years.
Limitation of Liability
To the fullest extent permitted by applicable law:
- YooPay's total liability to the client for any claim arising out of or relating to these Terms shall not exceed the total fees paid by the client to YooPay in the 3 months preceding the claim.
- YooPay shall not be liable for any indirect, incidental, consequential, special, or exemplary damages, including loss of revenue, loss of data, or loss of business opportunities.
- YooPay does not guarantee specific business outcomes, rankings, revenue growth, or results from digital marketing campaigns.
Termination
Either party may terminate a service agreement by providing 30 days' written notice. In the event of termination:
- The client shall pay for all work completed up to the date of termination.
- YooPay shall deliver all completed work products to the client upon receipt of final payment.
- Recurring service subscriptions will end at the close of the current billing cycle.
YooPay may terminate immediately for material breach, persistent non-payment, or conduct that is abusive, illegal, or harmful.
Governing Law & Jurisdiction
These Terms shall be governed by and construed in accordance with the laws of the Republic of India. Any disputes arising hereunder shall be subject to the exclusive jurisdiction of the competent courts located in Dehradun, Uttarakhand, India.
The parties agree to attempt to resolve any dispute through good-faith negotiation before initiating formal legal proceedings.
Changes to These Terms
YooPay reserves the right to update or modify these Terms at any time. We will notify clients of material changes via email or prominent notice on our website. Continued use of our services after such notification constitutes acceptance of the updated Terms.