Terms & Conditions

These Terms & Conditions (“Agreement”) constitute a legally binding agreement between Yogendra Sharma (“Consultant”, “Service Provider”) and the individual or corporate entity (“Client”) engaging the Consultant for professional digital services.

By approving a formal Statement of Work (SOW), issuing a purchase order, remitting a project deposit, or accessing deliverables, the Client unreservedly accepts and agrees to be bound by these terms across all cross-border jurisdictions.

Each digital engagement is formally governed by an individualized Statement of Work (SOW), proposal, or written brief specifying:

• Technical scope (E-Learning development, Power BI dashboards, Motion graphics, AI/ML models, or UI/UX design).
• Milestone schedules, deliverable formats, and project dependencies.
• Pricing model (Fixed Project Sum or agreed hourly consulting retainer).

Any feature additions, extra modules, or structural revisions requested outside the documented SOW will be treated as a formal Change Request and invoiced separately.

Final Deliverables: Following full settlement of fees, the Client acquires exclusive commercial rights to bespoke SCORM courses, finalized video renders, custom dashboard files, and website UI assets.

Background IP: The Consultant retains all rights to pre-existing code libraries, base templates, proprietary DAX/SQL algorithms, and instructional design frameworks developed prior to or independently of the SOW.

Portfolio Display: Unless expressly prohibited by a countersigned Non-Disclosure Agreement (NDA), the Consultant reserves the right to display non-sensitive project visuals and excerpts for professional portfolio purposes.

Payment Structure: Standard fixed engagements require an advance deposit of 50% to secure schedule capacity, with the remaining 50% due upon pre-final deliverable approval prior to open source file release.

Currency & Processing: Invoices are issued in USD ($), EUR (€), GBP (£), or INR (₹). Remittance is accepted via international wire transfer (SWIFT), Wise, Payoneer, or approved corporate bank transfers.

Net Remittance: The Client is responsible for absorbing all intermediary banking, routing, and currency conversion fees to ensure the full invoiced amount reaches the Consultant net.

Late Settlement: Accounts unpaid past fourteen (14) calendar days post-due date will accrue interest at 1.5% per month (or statutory maximum) until fully cleared.

Included Iterations: Unless stated otherwise in the SOW, fixed-fee contracts include two (2) consolidated feedback cycles (Initial Prototype Review and Pre-Final Polish).

Consolidated Feedback: Revision requests must be provided in consolidated written documentation within seven (7) business days of milestone submission.

Deemed Acceptance: If no corrective notes or formal approval is submitted within ten (10) business days following deliverable delivery, the milestone is formally deemed accepted, triggering the respective invoice.

The Client agrees to provide timely access to Subject Matter Experts (SMEs), dataset endpoints, raw corporate media, brand guidelines, and required hosting or platform permissions.

The Client guarantees that all materials (copy, typography, corporate logos, proprietary datasets) supplied to the Consultant are legally owned or licensed, and indemnifies the Consultant against any third-party copyright claims arising from client-furnished assets.

Both parties agree to hold all non-public commercial, technical, strategic, and financial information in strict confidence. The Consultant will not disclose or transfer proprietary client data to any third party without explicit prior written authorization.

Custom mutual NDAs or client-specific enterprise confidentiality agreements are accepted and executed prior to confidential data access.

Data Anonymization: For Power BI reporting and data pipeline engineering, the Client must redact or anonymize all Personally Identifiable Information (PII) before transmission, unless governed by an executed Data Processing Addendum (DPA).

Compliance Standards: Handling of international datasets complies with the principles of the General Data Protection Regulation (GDPR), UK GDPR, and CCPA through encrypted transfer mechanisms and secure remote virtual environments.

Post-Project Deletion: Local project test caches and working data extracts are permanently purged thirty (30) days following final invoice payment and contract close.

Software Licensing: Production authoring seats (e.g., dedicated LMS user seats, client-side Power BI Premium capacities, corporate Synthesia licenses) remain the administrative and cost responsibility of the Client.

Generative AI Tools: Where commercial Generative AI platforms (e.g., Midjourney, ElevenLabs, OpenAI APIs) are utilized to accelerate drafting or synthetic voiceovers, the Consultant guarantees that all output adheres to commercial enterprise licensing tiers.

Standard of Care: Services will be performed with professional skill, technical diligence, and in line with recognized digital design and analytics standards.

Liability Cap: To the maximum extent permitted by applicable international law, the Consultant’s total aggregate liability arising out of any project shall be strictly capped at the total amount actually paid by the Client under the specific SOW in question.

Consequential Damages: Neither party shall be liable for indirect, incidental, punitive, or consequential losses (such as lost profits, lost operational revenue, LMS downtime, or data corruption).

Termination Notice: Either party may terminate an active engagement with fourteen (14) days written notice. In such event, all completed work up to the termination date will be invoiced on a prorated basis; unused advance retainer funds will be returned.

Force Majeure: Neither party will be held accountable for failure or delay caused by conditions beyond reasonable control, including natural catastrophes, telecommunication blackouts, global server infrastructure collapses, armed hostilities, or statutory trade embargoes.

Amicable Resolution: In the event of any contractual controversy, both parties agree to pursue informal executive discussions in good faith for a period of thirty (30) days prior to initiating formal legal mechanisms.

Arbitration: Any dispute that cannot be amicably settled shall be finally determined under the Rules of Arbitration of the International Chamber of Commerce (ICC) or UNCITRAL Rules by a single independent arbitrator appointed in accordance with said rules.

Severability: Should any clause be deemed unenforceable by an authorized tribunal, all remaining provisions will remain in full legal force and effect.