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1) Acceptance of Terms

By accessing our website or engaging Excelsior ( “we,” “us,” or “our”) for services, you agree to be bound by these Terms & Conditions, our Privacy Policy, and any applicable Statements of Work (each an “SOW”).

2) Services & Deliverables

The scope, milestones, timelines, and deliverables are defined in the relevant SOW or proposal accepted by the client (“Client”). Excelsior will perform services with reasonable skill and care in accordance with industry standards.

3) Client Responsibilities

• Provide timely access to information, systems, and stakeholders.
• Review and approve deliverables within agreed windows.
• Ensure all materials supplied to Excelsior are lawful and properly licensed.

4) Fees, Invoicing & Payment

Fees are outlined in the SOW. Unless otherwise stated, invoices are due within 15 days of issue. Late payments may incur suspension of services and/or administrative charges as permitted by law.

5) Changes & Out-of-Scope Work

Any material change to scope, timeline, or assumptions requires a written change request. Additional work will be quoted and delivered after mutual approval.

6) Intellectual Property

Pre-existing IP of each party remains that party’s property. Upon full payment, Excelsior grants Client a worldwide, non-exclusive license to use deliverables for the purpose set out in the SOW. Open-source components remain under their respective licenses.

7) Confidentiality & Data Protection

Both parties shall keep confidential information strictly confidential and use it only for the engagement. Personal data will be handled in accordance with our Privacy Policy and applicable data protection laws.

8) Warranties & Disclaimers

We warrant that services will be provided with reasonable skill and care. Except as expressly stated, services and deliverables are provided “as is” and we disclaim all other warranties to the fullest extent permitted by law.

9) Limitation of Liability

To the maximum extent permitted by law, Excelsior’s aggregate liability arising from or related to the services is limited to the fees paid by Client for the specific SOW giving rise to the claim. We are not liable for indirect, consequential, or special damages.

10) Indemnification

Each party shall indemnify the other against third-party claims arising from a breach of these Terms, unlawful content supplied by that party, or infringement caused by materials it provided.

11) Term & Termination

Either party may terminate for material breach if not cured within 15 days of written notice. Upon termination, Client will pay for work performed up to the effective date of termination and any committed non-cancelable costs.

12) Governing Law & Dispute Resolution

These Terms are governed by the laws of Pakistan. Disputes shall be subject to the exclusive jurisdiction of the courts located in Islamabad, unless otherwise agreed in the SOW.

13) Force Majeure

Neither party is liable for delays or failures due to events beyond reasonable control, including natural disasters, war, government actions, or network outages, provided the affected party promptly notifies the other.

14) Non-Solicitation

During the engagement and for 6 months thereafter, Client agrees not to directly solicit Excelsior personnel involved in delivering the services, except with prior written consent.

15) Subcontracting

We may engage vetted subcontractors or affiliates where appropriate. Excelsior remains responsible for the delivery and quality of services.

16) Publicity

With Client’s permission, Excelsior may reference Client’s name and non-confidential project details in portfolios or case studies.

17) Updates & Entire Agreement

We may update these Terms periodically. The then-current version will apply to new SOWs. These Terms, together with any applicable SOWs, constitute the entire agreement and supersede prior proposals or communications regarding the subject matter.

18) Contact

Questions regarding these Terms can be directed to:
Email: info@excelsior.codes