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Contractual Agreement

Terms & Conditions

Effective Date: October 29, 2026 • Governed under the Indian Contract Act, 1872

Please read these Terms & Conditions carefully before commissioning software development, UI/UX design, or consultancy services from Insalink Digital Solutions (“Insalink”, “Company”, “we”, “us”). By signing our proposal, submitting a project deposit, or clicking our policy agreement checkbox, you (“Client”, “Customer”, “you”) agree to be legally bound by these terms.

1. Scope of Work & Statement of Work (SOW)

All software engineering engagements are governed by an approved Statement of Work (SOW), technical specification document, or written milestone agreement. Any modifications, feature scope creep, or new modules requested beyond the original specification will be assessed and billed via an authorized Sprint Change Order.

2. Mandatory 40% – 40% – 20% Milestone Structure

As an agile, high-velocity engineering agency dedicating senior architects, developers, and cloud infrastructure upfront, Insalink operates exclusively under a verified three-tier milestone disbursement model:

Tranche 1

40% Advance

Due upon project commissioning, NDA execution, sprint blueprinting, and initial architecture provisioning. Non-refundable once engineering sprints begin.

Tranche 2

40% Mid-Sprint

Triggered and due upon delivery and staging demonstration of Part 1 / MVP / core database schemas and API integrations.

Tranche 3

20% Final Sign-Off

Due upon completion of testing and immediately prior to final production handover, repository ownership transfer, and official project sign-off.

3. Five (5) Day Payment Window & Environment Suspension

Upon formal notification from Insalink that a milestone or deliverable has been demonstrated on our staging environment:

  • The Client is contractually required to verify the milestone and release the corresponding milestone tranche within five (5) calendar days of invoice dispatch.
  • If the payment is not settled within the 5-day window, Insalink reserves the strict legal right under the Indian Contract Act, 1872 to temporarily suspend staging servers, pause active sprint engineering, revoke sandbox access, and take down live testing environments until accounts are restored in full.

4. ₹1,000 Reactivation & Administrative Interruption Fee

Administrative Reactivation Policy:

Where a development sprint or testing environment is halted due to unpaid invoices exceeding the 5-day window, an administrative reactivation fee of ₹1,000 (One Thousand Indian Rupees) will be levied to cover server redeployment, CI/CD reconfiguration, container reactivation, and engineer schedule re-allocation.

This measure prevents bad-faith project stalling, operational harassment, and unauthorized disruption of engineering squad allocation.

5. Intellectual Property & Final Repository Transfer

Subject to Section 14 of the Indian Copyright Act, 1957:

  • 100% IP Transfer on Full Payment: All custom source code, documentation, UI designs, and database architectures created specifically for the Client shall transfer 100% to the Client only upon receipt of the final 20% tranche and full settlement of all invoices.
  • Prior to final 100% payment receipt, all working code, deployment keys, and compiled repositories remain the sole intellectual property of Insalink Digital Solutions.

6. Client Obligations & Professional Conduct

The Client agrees to provide timely feedback, required third-party API credentials, domain access, and clear instructions during scheduled sprints. Professional courtesy is strictly maintained; any abuse, unlawful coercion, intentional harassment, or bad-faith stalling will result in immediate termination of the agreement with forfeiture of all fees paid to date.

7. Governing Law, Dispute Resolution & Jurisdiction

These Terms and any project SOW shall be construed and enforced exclusively in accordance with the laws of the Republic of India. In the event of any contractual dispute, the parties agree to first attempt good-faith mediation. Failing resolution within 30 days, the courts located in West Bengal, India shall have exclusive legal jurisdiction.