1. Scope of Services
ZENSTRO is a full-service technology studio offering customized technical capabilities across six primary engineering divisions:
- ZENSTRO Web: High-performance responsive websites, browser-based web applications, and digital commerce platforms.
- ZENSTRO Software: Custom SaaS products, internal ERP/CRM systems, and bespoke business software.
- ZENSTRO AI: AI automation workflows, LLM integration, intelligent agents, and conversational interfaces.
- ZENSTRO Cloud: Production infrastructure setup, containerization, deployment, CI/CD, and monitoring.
- ZENSTRO Security: Security audits, authentication systems, application hardening, and Cloudflare configuration.
- ZENSTRO Consulting: Architecture planning, MVP scoping, and digital transformation consulting.
2. Project Initiation & The MVP Scope Document
Every commercial engagement with ZENSTRO is formalized through a written, mutually approved MVP Scope Document or Statement of Work (SOW) that details:
- The precise list of deliverables, technical architecture, and included feature sets.
- The milestone breakdown and payment schedule.
- The estimated delivery window and client review criteria.
Anti-Scope Creep Rule: Any functionality, integration, or feature not explicitly listed in the signed MVP Scope Document constitutes a change request, which will be estimated separately under an addendum before work commences.
3. Payment Structure & Milestones
Unless expressly modified in a signed SOW, standard project engagements adhere to our 30 / 30 / 40 Milestone Payment Structure:
- 30% Commencement Milestone: Paid upon signing of the MVP Scope Document to allocate dedicated engineering resources and commence discovery and architecture.
- 30% Development Milestone: Due upon staging demonstration of core functional workflows and agreed mid-point deliverables.
- 40% Final Completion Milestone: Due upon final quality verification and prior to final source code handover, DNS cutover, or production deployment.
Invoices are payable within 7 business days of issuance. Late payments may result in the temporary suspension of active engineering sprints.
4. Intellectual Property & Source Code Ownership
We believe clients should own their proprietary product code without restrictive vendor lock-in:
- Client Custom Deliverables: Upon full and final settlement of all milestone payments, the client receives 100% intellectual property ownership of the bespoke source code, visual designs, database schemas, and assets created specifically for the project.
- ZENSTRO Background Technology: ZENSTRO retains ownership of general engineering tools, pre-existing boilerplates, reusable utility libraries, and developer scripts developed independently. ZENSTRO grants the client a perpetual, non-exclusive, royalty-free license to use such components integrated within their deliverables.
- Open Source Components: Third-party open-source libraries (e.g., React, Node, Python packages) remain governed by their respective licenses (e.g., MIT, Apache 2.0).
5. Timelines & Rapid 7-Day MVP Sprints
ZENSTRO offers dedicated Rapid 7-Day MVP Delivery Sprints for qualifying standardized project scopes (such as standard landing pages, conversion sites, or compact mini-MVPs):
- Eligibility: Applies exclusively to projects explicitly tagged as "7-Day Sprint Eligible" within the signed MVP Scope Document.
- Conditions: The client must supply all required branding assets, copy, credentials, and API access prior to Sprint Day 1, and provide feedback on review deliverables within 24 hours.
- Guarantee Terms: If ZENSTRO fails to deliver the agreed MVP scope within seven business days due solely to our internal engineering delay (excluding client-side delays, third-party API downtime, or scope additions), the qualifying development sprint fee will be waived or credited in accordance with the specific sprint agreement.
6. Client Responsibilities
Successful software delivery requires active collaboration. The client agrees to:
- Provide accurate project requirements, brand guidelines, and high-resolution assets in a timely manner.
- Designate a primary decision-maker with authority to review and approve milestones.
- Review staging builds and provide consolidated written feedback within 3 business days of delivery to prevent sprint delays.
- Third-Party Authentication: When accessing private client portals or administrative systems using Google Sign-In, users must adhere to applicable Google terms. ZENSTRO's handling of Google user data adheres strictly to the Google API Services User Data Policy, including Limited Use requirements, as detailed in our Privacy Policy.
7. Limitation of Liability (Critical Legal Shield)
Cap on Direct Damages: To the maximum extent permitted under applicable law, the total cumulative liability of ZENSTRO, its founder, contractors, and affiliates for any and all claims arising out of or related to this agreement, the website, or any service provided, whether in contract, tort (including negligence), warranty, or otherwise, shall be strictly capped at the total fees actually paid by the client to ZENSTRO for the specific milestone or deliverable giving rise to liability.
Exclusion of Consequential Damages: In no event shall ZENSTRO be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, including loss of profits, business interruption, loss of data, loss of business opportunities, third-party service outages (e.g., AWS, Cloudflare, OpenAI downtime), or cyberattacks beyond industry-standard safeguards.
8. Warranties & Disclaimers
ZENSTRO stands behind its craft with defined warranties:
- 30-Day Bug-Fix Warranty: For 30 calendar days following final milestone approval, ZENSTRO will fix, at no additional charge, any verifiable reproducible bugs or deviations from the signed MVP Scope Document.
- Exclusions: The warranty does not cover issues resulting from client modifications to the source code, unsupported third-party API changes, hosting misconfigurations by outside parties, or new feature requests.
- As-Is Disclaimer: Except as expressly provided herein, all services and website contents are provided on an "as-is" and "as-available" basis without warranties of merchantability, fitness for a particular commercial purpose, or guaranteed financial return.
9. Termination & Cancellation
Either party may terminate an active engagement upon 7 calendar days' written notice. Upon termination:
- Work completed and approved up to the termination date remains compensable.
- Deposits for milestones that have not yet commenced will be handled in accordance with our Refund & Cancellation Policy.
- All completed deliverable files for settled milestones will be delivered to the client.
10. Dispute Resolution & Governing Law
These Terms and all client engagements are governed by and construed in accordance with the laws of India, without regard to its conflict of law principles:
- Amicable Negotiation: In the event of any controversy, claim, or dispute, the parties agree to first attempt good-faith executive negotiation for 14 calendar days.
- Arbitration: If unresolved, the dispute shall be resolved through binding arbitration in India under the Arbitration and Conciliation Act, 1996, conducted in the English language.
- Jurisdiction: Subject to arbitration, the courts having jurisdiction over the location of ZENSTRO's principal establishment in India shall hold exclusive jurisdiction.
