1. Definitions


Unless the context otherwise requires:

“Company” shall mean Moren Edtech and Business Solutions Private Limited, having its Corporate Office at 18th Floor, Tidel Park, Tiruvallur High Road, Pattabiram, Avadi, Tamil Nadu 600072, India, with operational presence in Chennai (India) and New Jersey (United States). “Client” or “User” shall mean any individual, company, organisation, or entity accessing the Website or engaging the Company for services. “Services” shall include all technology development, AI Solution, consulting, design, digital marketing, software development, UI/UX, hosting, maintenance, and any other services offered by the Company. “Website” means morenconsultancies.com. “SOW/Proposal/Quotation” refers to the specific commercial and technical document mutually agreed between the parties outlining scope, deliverables, milestones, and commercials.

2. Acceptance of Terms

By accessing the Website or engaging the Company for any Services, the Client expressly acknowledges and agrees to be bound by these Terms and Conditions.
If the Client does not agree to these Terms, the Client shall refrain from accessing or using the Website or Services.

3. Scope of Services

  • The Services rendered by the Company shall be strictly in accordance with the approved SOW/Quotation.
  • Any requirement not expressly mentioned in the approved SOW shall be treated as out-of-scope and shall be subject to separate commercial terms.
  • The Company shall not be obligated to perform any additional work without a written change request and confirmation from the Client.

4. Fees, Payments and Billing

  • The Client agrees to pay the fees specified in the approved SOW/Quotation.

Unless otherwise specified, the following payment schedule shall apply:

• 50% of the total fees payable as advance at the time of project commencement;
• 30% payable upon completion of development or staging delivery;
• 20% payable prior to deployment, handover, or final release.

  • Monthly/recurring services including hosting, maintenance, marketing, AMC, and SEO shall be billed 100% in advance for each service cycle.
  • In the event of delay in payment, the Company reserves the right to suspend Services, hosting, or access to deliverables without liability.
  • All fees paid are non-refundable, except where expressly permitted under law.

5. Ownership, Intellectual Property and Licensing

  • All intellectual property, source code, design files, templates, strategies, documentation, and any other work created by the Company shall remain its exclusive property until all dues are settled in full.
  • Upon full payment, the Client shall acquire a non-exclusive, non-transferable, perpetual licence to use the final deliverables for its business.
  • Raw files, source code, backend access, development frameworks, or proprietary tools of the Company shall not be provided unless explicitly included in the SOW or purchased separately.
  • The Client warrants that any content provided to the Company does not infringe third-party rights. The Company shall not be liable for any such infringement.

6. Client Responsibilities

  • Provide timely feedback, approvals, and all required content or material;
  • Ensure accuracy, legality, and originality of all information supplied;
  • Respond promptly to queries to avoid delays;
  • Obtain necessary licences or authorisations for third-party assets provided by the Client.

The Company shall not be responsible for project delays arising from the Client’s failure to fulfil the above obligations.

7. Timelines and Delivery

  • Any timeline mentioned in the SOW/Quotation is indicative and dependent upon timely inputs, approvals, and payments from the Client.
  • Delays attributable to the Client shall automatically extend the delivery timelines without penalty to the Company.
  • The Company shall not be held liable for delays caused by third-party vendors, hosting providers, payment gateways, or external service dependencies.

8. Revisions and Change Requests

  • The Client shall be entitled to the number of revisions specified in the SOW.
  • Additional revisions, modifications, or enhancements beyond the agreed scope shall be chargeable at the Company’s prevailing rates.
  • The Company reserves the right to reject requests that fundamentally alter the original project.

9. Third-Party Tools, Hosting and Integrations

  • The Company may utilise third-party tools, plugins, APIs, hosting services, or platforms as necessary.
  • The Company does not warrant the performance, uptime, or stability of such third-party systems and shall not be liable for any disruptions arising from them.
  • Any costs associated with third-party integrations shall be borne by the Client.

10. Confidentiality

  • Both parties shall treat all business information, documents, and data shared during the engagement as confidential.
  • Confidential information shall not be disclosed to any third-party except as required by law or with written consent from the disclosing party.

11. Warranty and Support

  • A limited warranty period of 7 to 14 days (as stated in the SOW) shall be provided for reporting technical defects attributable solely to the Company’s work.
  • Both parties shall treat all business information, documents, and data shared during the engagement as confidential.
  • Confidential information shall not be disclosed to any third-party except as required by law or with written consent from the disclosing party.

The warranty shall not cover:

• New feature requests
• Client-induced errors
• Server/hosting issues
• Third-party failures
• Content changes
• Security breaches due to Client negligence

  • Any support beyond the defined warranty shall be subject to AMC/Maintenance fees.

12. Limitation of Liability

  • The Company shall not be liable for any indirect, incidental, consequential, exemplary, or punitive damages arising out of the use of the Website or Services.
  • The Company does not guarantee outcomes relating to marketing, SEO, lead generation, or sales performance.
  • The total liability of the Company, whether in contract or tort, shall not exceed the amount paid by the Client for the specific SOW under dispute.

13. Termination

  • Either party may terminate the engagement for material breach, provided a written notice is issued and the breach is not cured within 10 working days.

In case of termination initiated by the Client:

• All advance payments are non-refundable;
• The Client shall pay for all work completed up to the date of termination.

  • The Company may terminate the engagement immediately in case of non-payment, misconduct, unlawful content, or violation of these Terms.

14. Governing Law and Jurisdiction

  • For Clients located in India, these Terms shall be governed by and construed in accordance with the laws of India, and courts situated in Chennai, Tamil Nadu shall have exclusive jurisdiction.
  • For Clients located in the United States, these Terms shall be governed by the laws of the State of New Jersey, and courts therein shall have exclusive jurisdiction.

15. Amendments

  • The Company reserves the right to amend or update these Terms at any time. The latest version shall be published on the Website and shall supersede all previous versions.

16. Contact Information

For any queries regarding these Terms, the Client may contact:
Moren Edtech and Business Solutions Private Limited
Corporate Office:
18th Floor, Tidel Park, Tiruvallur High Road,
Pattabiram, Avadi, Tamil Nadu 600072, India.
Email: info@morenconsultancies.com