Terms & Conditions

Company Information

These Terms and Conditions govern your use of the website and services provided by:

References to "Cypherox", "we", "us", or "our" in these Terms refer to Cypherox Technologies Pvt. Ltd and its UK operations. References to "you", "your", or "Client" refer to the individual, company, or organisation accessing our website or engaging our services.

Acceptance of Terms

By accessing our website, submitting an enquiry, signing a service agreement, or using any of our services, you confirm that you have read, understood and agree to be legally bound by these Terms. If you do not agree, you must immediately cease using our website and services.

These Terms apply to all visitors, prospective clients and active clients of Cypherox. They form the basis of any contract between us unless we have agreed otherwise in writing.

You must be at least 18 years old and have the legal authority to enter into binding contracts on behalf of yourself or your organisation.

Services

Cypherox Technologies provides technology and digital services including but not limited to:

• AI & Machine Learning Development: AI development, autonomous AI agents, generative AI platforms, predictive systems, AutoML and fraud detection solutions
• Web & App Development: Custom web applications, e-commerce platforms, mobile applications (iOS & Android), SaaS platforms and enterprise portals
• Cloud & DevOps Services: Cloud architecture, migration, optimisation, security, and DevOps automation
• Blockchain Development: Smart contract development, blockchain security and strategic consulting
• VR/AR Solutions: Augmented and virtual reality application development and integration
• UI/UX Design: Responsive web design, mobile app design and user experience strategy
• Data Analytics: Data warehousing, business intelligence, modelling, visualisation, and security
• Consulting Services: IT consulting, startup consulting and mobile app consulting
• Dedicated Developer Hiring: Placement of dedicated developers across multiple technology stacks

The specific scope, deliverables, timelines and fees for each engagement are agreed separately in a written Statement of Work (SOW) or Service Agreement.

Proposals, Quotations & Agreements

All proposals and quotations provided by Cypherox are valid for 30 days from the date of issue unless stated otherwise.

A project commences only upon receipt of a signed Service Agreement or written confirmation of acceptance and payment of any agreed deposit. Verbal agreements are not binding.

Any changes to the agreed scope, deliverables, or timelines must be documented in a written Change Request, signed by both parties, before work begins on the amended scope.

Client Obligations

To enable Cypherox to deliver services effectively, you agree to:

• Provide accurate, complete and timely information, content, assets and access required for the project
• Designate a responsible point of contact who has authority to make decisions on your behalf
• Review and provide feedback on deliverables within the agreed timescales
• Ensure that any materials, data, or content you provide do not infringe the intellectual property rights or privacy rights of third parties
• Notify Cypherox promptly of any changes that may affect the project scope or delivery
• Make payments in accordance with the agreed payment schedule

Delays caused by your failure to meet these obligations may result in revised timelines and/or additional charges, for which Cypherox shall not be liable.

Fees, Payment & Invoicing

All fees are as stated in the applicable Service Agreement or Statement of Work. Unless stated otherwise, fees are quoted in British Pounds Sterling (GBP) and are exclusive of VAT (where applicable).

• Deposit: A non-refundable deposit (typically 25%-50% of the project fee) is payable before work commences, as agreed in writing
• Milestone Payments: Subsequent payments are due at milestones as defined in the Service Agreement
• Invoices: Invoices are issued electronically and are payable within 14 days of the invoice date unless agreed otherwise
• Late Payment: Overdue invoices attract interest at 8% per annum above the Bank of England base rate under the Late Payment of Commercial Debts (Interest) Act 1998
• Suspension: Cypherox reserves the right to suspend work on any project where payments are more than 14 days overdue

All bank transfer or payment processing charges are the responsibility of the Client.

Intellectual Property Rights

Upon full and final receipt of all payments due under a Service Agreement, Cypherox assigns to you all intellectual property rights in the bespoke deliverables created specifically for your project (including source code, designs and documentation), subject to the following exceptions:

• Pre-existing IP: Cypherox retains all rights in any tools, frameworks, libraries, methodologies, or pre-existing code ("Background IP") used in delivering your project. You receive a non-exclusive, royalty-free licence to use Background IP solely as incorporated in your deliverables
• Third-Party Components: Open-source software, third-party APIs and licensed components are subject to their respective licences. Cypherox will identify material third-party components in the project documentation
• Portfolio Rights: Cypherox retains the right to reference your project in its portfolio, case studies and marketing materials, subject to your prior written consent

You warrant that all content, data and materials you supply to Cypherox are either owned by you or that you have the necessary rights and permissions to use them.

Confidentiality

Both parties agree to keep confidential all non-public information disclosed by the other party in connection with the provision of services ("Confidential Information").

Confidential Information does not include information that:

• Is or becomes publicly available through no breach of this agreement
• Was known to the receiving party prior to disclosure
• Is independently developed by the receiving party without reference to the Confidential Information
• Is required to be disclosed by law, regulation, or court order

Confidentiality obligations survive termination of the service agreement for a period of five (5) years.

Data Protection

Where Cypherox processes personal data on your behalf as a data processor, we will do so only in accordance with your written instructions and in compliance with the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018.

A separate Data Processing Agreement (DPA) will be put in place where required by applicable data protection law. Please refer to our Privacy Policy for full details of how we handle personal data.

You remain the data controller for any personal data you provide to us and are responsible for ensuring you have a lawful basis for sharing that data with Cypherox.

Warranties & Representations

Cypherox warrants that:

• Services will be performed with reasonable care and skill by qualified professionals
• Deliverables will materially conform to the agreed specifications at the time of delivery
• We have the right to provide the services and grant any licences set out in these Terms

Any defects in deliverables reported in writing within 30 days of delivery will be remedied by Cypherox at no additional charge, provided the defect is not caused by your actions, third-party software, or matters outside our control.

Except as set out above, services and deliverables are provided "as is" and Cypherox makes no further warranties, express or implied, including warranties of fitness for a particular purpose or non-infringement.

Limitation of Liability

To the maximum extent permitted by law:

• Cypherox's total aggregate liability to you under or in connection with any service agreement shall not exceed the total fees paid by you to Cypherox in the three (3) months immediately preceding the event giving rise to the claim
• Cypherox shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, loss of data, loss of business, or loss of goodwill, even if advised of the possibility of such damages
• Cypherox is not liable for delays or failures caused by factors outside our reasonable control, including internet outages, third-party service failures, or force majeure events

Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded under English law.

Indemnification

You agree to indemnify, defend and hold harmless Cypherox Technologies, its officers, employees and subcontractors from and against any claims, losses, damages, costs and expenses (including reasonable legal fees) arising out of or related to:

• Your breach of these Terms or any service agreement
• Your use of our deliverables in a manner not authorised under these Terms
• Any content or data you provide to Cypherox that infringes the rights of a third party
• Your violation of any applicable law or regulation

Termination

Either party may terminate a service agreement by giving 30 days' written notice to the other party.

Cypherox may terminate a service agreement immediately upon written notice if you:

• Fail to pay any sum due and do not remedy such failure within 14 days of written notice
• Commit a material breach of these Terms that is incapable of remedy, or capable of remedy but not remedied within 14 days of written notice
• Become insolvent, enter administration, or are subject to winding-up proceedings

Upon termination, you must pay for all work completed up to the termination date. Deliverables will be released to you only upon settlement of all outstanding invoices.

Force Majeure

Neither party shall be liable for any delay or failure to perform its obligations caused by events beyond its reasonable control, including but not limited to natural disasters, pandemics, acts of government, civil unrest, industrial disputes, power outages, or internet infrastructure failures.

The affected party must notify the other promptly of any such event and take reasonable steps to minimise its impact. If a force majeure event continues for more than 60 days, either party may terminate the affected service agreement on written notice without penalty.

Prohibited Use of Our Website

You must not use our website:

• In any way that breaches applicable local, national, or international law or regulation
• To transmit unsolicited commercial communications (spam)
• To upload or transmit viruses, malware, or any other harmful code
• To attempt to gain unauthorised access to any part of our website or related systems
• To scrape, crawl, or harvest data from our website without prior written consent
• In any way that is unlawful, harmful, threatening, abusive, or defamatory

Governing Law & Dispute Resolution

These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes) shall be governed by and construed in accordance with the laws of England and Wales.

In the event of a dispute, both parties agree to first attempt resolution through good-faith negotiation. If a dispute cannot be resolved within 30 days of written notice, either party may refer the matter to the courts of England and Wales, to whose exclusive jurisdiction both parties submit.

For consumers based in the UK, you may also refer disputes to an alternative dispute resolution (ADR) body. Details are available from the Citizens Advice Bureau at www.citizensadvice.org.uk.

Amendments to These Terms

Cypherox reserves the right to update these Terms at any time. We will post the updated version on our website with a revised "Last Updated" date. Material changes will be communicated to active clients by email.

Continued use of our website or services after the effective date of any changes constitutes your acceptance of the revised Terms.

General Provisions

• Entire Agreement: These Terms, together with any applicable Service Agreement, constitute the entire agreement between the parties and supersede all prior representations, agreements, or understandings
• Severability: If any provision of these Terms is found invalid or unenforceable, the remaining provisions continue in full force and effect
• Waiver: Failure by Cypherox to enforce any right under these Terms does not constitute a waiver of that right
• Assignment: You may not assign your rights or obligations under these Terms without our prior written consent. Cypherox may assign its rights to a successor company
• Third-Party Rights: These Terms do not confer any rights on third parties under the Contracts (Rights of Third Parties) Act 1999
• Notices: All formal notices must be given in writing by email to the addresses set out in the service agreement or as updated from time to time

Contact Us

For questions about these Terms, please contact our UK team: