Terms & Conditions

1. Introduction and Acceptance

These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Spartan Labs Software Private Limited ("Spartan Labs," "we," "us," or "our"), a company incorporated under the Companies Act, 2013, with its registered office in India.

By accessing our website, engaging our services, or making a payment, you acknowledge that you have read, understood, and agree to be bound by these Terms in accordance with the Indian Contract Act, 1872, and the Information Technology Act, 2000.

2. Definitions

• "Services" refers to the CRM automation, HubSpot optimization, lead routing, and related consulting services offered by Spartan Labs
• "Deliverables" means any work product, reports, documentation, or materials provided as part of our Services
• "Confidential Information" includes all non-public information shared between parties
• "Intellectual Property" means patents, copyrights, trademarks, trade secrets, and other proprietary rights

3. Services Offered

Spartan Labs provides revenue operations consulting, CRM integration, automation implementation, and data analytics services. Specific deliverables, timelines, and fees are defined in the Statement of Work (SOW) or Proposal provided to each Client.

4. Payment Terms

4.1 Pricing and Currency

All prices are quoted in United States Dollars (USD). For Indian clients, payments may be accepted in Indian Rupees (INR) at the prevailing exchange rate. Goods and Services Tax (GST) at 18% will be applicable for clients in India.

4.2 Payment Methods

We accept payments via Razorpay (credit/debit cards, UPI, net banking), bank transfer, and other approved payment gateways. All payments are processed securely through RBI-compliant payment processors.

4.3 Payment Schedule

• Project-Based Services: 50% upfront, 50% upon completion (unless otherwise specified in the SOW)
• Retainer Services: Bi-weekly or monthly in advance

4.4 Late Payments

Outstanding payments beyond 15 days will incur interest at 1.5% per month or the maximum rate permitted under Indian law, whichever is lower.

5. Client Obligations

You agree to:

• Provide accurate and complete information required for service delivery
• Grant necessary access to CRM systems, accounts, and tools
• Respond to queries and review requests within reasonable timeframes
• Ensure you have authority to grant access to third-party platforms
• Maintain backup of your data before our engagement begins
• Comply with applicable laws regarding data sharing and processing

6. Intellectual Property Rights

6.1 Client Materials

You retain all rights to your pre-existing data, content, and materials. You grant us a limited license to use such materials solely for providing the Services.

6.2 Deliverables

Upon full payment, you receive a non-exclusive, perpetual license to use the Deliverables for your internal business purposes. We retain ownership of our methodologies, frameworks, templates, and tools.

6.3 Spartan Labs IP

All proprietary tools, processes, and methodologies developed by Spartan Labs remain our exclusive property.

7. Confidentiality

Both parties agree to maintain strict confidentiality of all non-public information exchanged during the engagement. This obligation survives termination of these Terms for a period of three (3) years. Confidentiality obligations do not apply to information that is publicly available, independently developed, or lawfully obtained from third parties.

8. Data Protection

We process personal data in accordance with our Privacy Policy and applicable Indian data protection laws, including the Digital Personal Data Protection Act, 2023. We implement reasonable security practices as mandated under the IT (Reasonable Security Practices) Rules, 2011.

9. Warranties and Disclaimers

9.1 Our Warranties

We warrant that our Services will be performed with reasonable skill and care consistent with industry standards.

9.2 Disclaimers

Except as expressly stated, all Services are provided "as is" without warranties of any kind. We do not guarantee specific business outcomes, conversion rates, or revenue increases. Results depend on various factors beyond our control.

10. Limitation of Liability

To the maximum extent permitted by Indian law:

• Our total liability shall not exceed the fees paid for the specific Service giving rise to the claim
• We shall not be liable for indirect, incidental, special, consequential, or punitive damages
• We shall not be liable for loss of profits, data, business opportunities, or goodwill
• These limitations apply regardless of the legal theory under which liability is claimed

11. Indemnification

You agree to indemnify and hold harmless Spartan Labs, its directors, employees, and agents from any claims, damages, losses, or expenses arising from: (a) your breach of these Terms; (b) your violation of applicable laws; (c) your infringement of third-party rights; or (d) your use of our Deliverables.

12. Refund and Cancellation Policy

12.1 Cancellation Policy

Cancellation before work commencement: Full refund of upfront payment minus applicable administrative fees. Cancellation after work commencement: Fees for completed work and reserved resources are non-refundable. Specific cancellation terms in your SOW shall prevail.

12.3 Refund Process

Approved refunds will be processed within 7-10 business days to the original payment method, in compliance with RBI guidelines.

13. Force Majeure

Neither party shall be liable for delays or failures in performance resulting from circumstances beyond reasonable control, including but not limited to natural disasters, war, terrorism, pandemic, government actions, power failures, or internet disruptions.

14. Termination

Either party may terminate the engagement with 7 days written notice. We reserve the right to terminate immediately for material breach, non-payment, or if continuing the engagement would violate applicable laws. Upon termination, you shall pay for all Services rendered up to the termination date.

15. Dispute Resolution

15.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of India.

15.2 Arbitration

Any disputes arising from these Terms shall be resolved through binding arbitration in accordance with the Arbitration and Conciliation Act, 1996. The arbitration shall be conducted in English, with the seat of arbitration in Bangalore, India. The arbitral award shall be final and binding.

15.3 Jurisdiction

Subject to arbitration, the courts of Bangalore, Karnataka, India shall have exclusive jurisdiction over any matters arising from these Terms.

16. Consumer Protection

These Terms are subject to the Consumer Protection Act, 2019, and the Consumer Protection (E-Commerce) Rules, 2020, to the extent applicable. Nothing in these Terms shall limit your statutory rights as a consumer under Indian law.

17. Electronic Communications

You consent to receive electronic communications from us. All agreements, notices, disclosures, and other communications sent electronically satisfy any legal requirement that such communications be in writing, in accordance with the Information Technology Act, 2000.

18. Modifications

We reserve the right to modify these Terms at any time. Material changes will be notified via email or website notice at least 15 days before taking effect. Continued use of our Services after modifications constitutes acceptance of the revised Terms.

19. Severability

If any provision of these Terms is found to be invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

20. Entire Agreement

These Terms, together with our Privacy Policy and any service-specific agreements, constitute the entire agreement between you and Spartan Labs regarding the subject matter herein and supersede all prior agreements and understandings.