Terms and Conditions

1.1 "Braincuber," "we," "us," or "our" refers to Braincuber Technologies and its affiliates.

1.2 "Client," "you," or "your" refers to the individual or entity engaging our Odoo services.

1.3 "Odoo Services" includes but is not limited to:

• Odoo ERP implementation
• Odoo customization and development
• Odoo integration services
• Odoo migration services
• Odoo managed support and maintenance
• Odoo consulting services
• Odoo training services

1.4 "Agreement" refers to these Terms and Conditions along with any Statement of Work (SOW), proposal, or contract signed between the parties.

1.5 "Deliverables" means the specific outputs, modules, customizations, or services defined in the SOW.

1.6 "Go-Live" means the date when the Odoo system is deployed to the production environment and made available for regular business operations.

• Provide accurate and complete information required for service delivery
• Grant timely access to systems, data, and personnel
• Designate a primary point of contact with decision-making authority
• Maintain backup of all critical business data
• Respond to queries and approval requests within agreed timelines
• Review and approve deliverables within 5 business days
• Provide necessary infrastructure as per requirements

5.1 Odoo Software: Odoo Community Edition is licensed under LGPL v3. Odoo Enterprise Edition is licensed by Odoo S.A. Client must maintain valid licenses.

5.2 Custom Development: Custom modules developed specifically for the client belong to the client. Client receives full source code for custom developments.

5.3 Pre-existing IP: Our pre-existing tools, frameworks, and methodologies remain our property. Client receives a license to use them as part of the delivered solution.

Exceptions: Liability limitations do not apply to gross negligence, willful misconduct, breach of confidentiality, intellectual property infringement, or death/personal injury.

9.1 Termination for Convenience: Either party may terminate with 30 days written notice. Client pays for work completed up to termination date.

9.2 Termination for Cause: Immediate termination for material breach with 15 days notice to cure. Non-payment for 30 days constitutes material breach.

9.3 Effect of Termination: Client pays all outstanding invoices. We deliver all completed work and source code. Confidentiality obligations continue. Support services cease immediately.

9.4 Refund Policy: No refunds for services already delivered. Unused prepaid support hours may be refunded (pro-rata).

10.1 Negotiation: Parties will attempt to resolve disputes through good-faith negotiation with escalation to senior management if needed.

10.2 Mediation: If negotiation fails, parties agree to mediation with a mutually agreed mediator. Mediation costs shared equally.

10.3 Arbitration: Unresolved disputes will be settled by arbitration in accordance with Indian Arbitration and Conciliation Act, 1996. Seat of arbitration: Surat, Gujarat, India.

10.4 Jurisdiction: Courts of Surat, Gujarat, India have exclusive jurisdiction. Applicable law: Laws of India.