Draft. Review by a lawyer before publishing. This is a starting template and isn't legal advice.
Terms of service
Effective date: [EFFECTIVE DATE]
In short
- Every project has a written scope and price before work starts.
- You own the code and IP once the final payment clears.
- Singapore law applies.
1. Who we are and what these terms cover
These terms apply to all services provided by QHATULYST PTE. LTD. (UEN [UEN]), a company registered in Singapore with its registered office at 60 Paya Lebar Road, #06-28, Paya Lebar Square, Singapore 409051 ("Qhatulyst", "we", "us") to you, the client. They cover Discovery, AI Automation, MVP builds, Care plans and extra hours, whether bought through a proposal, a statement of work (SOW) or a Stripe payment link.
If an SOW or signed proposal conflicts with these terms, the SOW or proposal wins for that project.
2. Scope and quotes
Prices on our website are starting prices. Before a build starts we agree a written scope, timeline and fixed price, usually after a Discovery week. Work outside that scope is handled as a change request.
Quotes are valid for 30 days unless they say otherwise.
3. Change requests
If you want to change the agreed scope, we'll describe the effect on price and timeline in writing. Nothing changes until you approve it in writing (email is fine).
4. Fees and payment
- Discovery and single automations: 100% upfront.
- MVP builds and automation suites: 50% at signing and 50% at launch, unless you choose an installment plan.
- Installment plans: 3 monthly payments (list price +5%) or, for MVP builds, 6 monthly payments (list price +8%), at 0% interest. The first payment is due at signing and acts as the deposit. There is a 7-day grace period. After that, work pauses. You keep access to staging, and the production handover waits until the balance is paid.
- Care plans: billed monthly in advance, or annually in advance at 10% off.
- Extra hours: added to your next invoice.
- Prices exclude taxes such as GST, which we add where the law requires.
- Invoices are due within 7 days unless the invoice says otherwise. Card payments are processed by Stripe.
5. Pricing regions
We publish prices for different regions. The price that applies is based on your company's billing country and is confirmed on your invoice. If the billing country doesn't match the price list chosen, we'll issue a corrected invoice before work starts.
6. Your responsibilities
- Give us timely access to the people, information, accounts and content the project needs.
- Review and respond to demos and questions within the agreed timeframes; delays on your side move the timeline.
- Make sure you have the rights to any material you give us to use.
- Pay third-party costs (hosting, app store fees, software subscriptions, AI model usage) directly, unless we agree otherwise in writing.
7. Ownership of code and IP
We work in repositories and accounts you own wherever possible. When the final payment for a project clears, we assign to you all rights in the code, designs and documents we created specifically for that project.
We keep ownership of our pre-existing tools, libraries and know-how, and grant you a perpetual, royalty-free licence to use any of them included in your deliverables. Open-source components remain under their own licences.
We will only mention you or your project publicly with your written permission.
8. Confidentiality
Each of us will keep the other's confidential information confidential and use it only for the project. This doesn't apply to information that is public, already known, independently developed, or that must be disclosed by law. We're happy to sign your NDA as well.
9. Warranty and fixes
We'll fix defects in delivered work at no charge for 30 days after an MVP launch and 14 days after an automation goes live, where the defect means the work doesn't match the agreed scope. This doesn't cover issues caused by changes made by others, third-party services, or new requirements.
Except as stated in these terms, services are provided without other warranties to the extent the law allows.
10. Limitation of liability
Neither of us is liable for indirect or consequential loss, including lost profits or data. Our total liability for any project is limited to the fees you paid for that project in the 6 months before the claim. Nothing in these terms limits liability that cannot be limited by law.
11. Partnership pricing
Partnership pricing (a reduced cash fee combined with equity or a revenue share) is only available under a separate written agreement, which takes precedence over these terms for that project.
12. Ending a project
Cancellation and refunds are covered by our Cancellation policy and Refund policy, which form part of these terms.
13. Governing law
These terms are governed by the laws of Singapore. The courts of Singapore have exclusive jurisdiction, although we'll always try to resolve a disagreement by talking first.
14. Changes and contact
We may update these terms. The version in force when you sign an SOW applies to that project.
Email [SUPPORT EMAIL], or write to QHATULYST PTE. LTD., 60 Paya Lebar Road, #06-28, Paya Lebar Square, Singapore 409051.