1. Scope of Work

• Design and Consultation Charges (DCC): AMDS offers expert consultation services, including design recommendations, material selection, and project planning tailored to your space and requirements. The DCC is included in the overall Project Cost Sheet (PCS) and ensures a fully personalized design experience.
• Booking Confirmation: After your consultation, AMDS will share a preliminary Project Cost Sheet (PCS) outlining the estimated project cost. This PCS is valid for 30 days and may vary slightly (up to 10%) when finalized. To proceed with the project, a booking confirmation fee must be paid, which secures the design and consultation process.
• Modifications to PCS: You can make modifications to the initial scope of work detailed in the PCS. Any additions or deletions must be communicated in writing. Reductions to the PCS value are allowed, provided they do not exceed 10% of the total.
• Site Validation: Once the PCS is approved, AMDS conducts a detailed site validation to ensure design feasibility and create an execution plan. This process aligns the design with the site requirements.
• Manufacturing and Supply of Products: AMDS oversees the production and supply of custom-designed furniture, storage solutions, and décor elements. All items undergo thorough quality checks before delivery to the site.
• Ancillary Services: In addition to design and furniture, AMDS provides ancillary services, such as electrical work, plumbing, false ceiling installation, and painting. These services will be included in the PCS based on mutual agreement.

1.7. Project Execution: AMDS executes the project based on the approved PCS and design plan at the designated site. Multiple orders, such as for modular furniture and civil work, can be placed for a single project.

2. Payment Terms

2.1. Payment Structure: The payment structure for AMDS projects is divided into the following clear stages based on project progress:

• Initial Booking Fee: 10% of the total project cost or ₹15,000 (whichever is higher) to confirm your booking.
• Progress Stage Payment: 50% of the project value upon finalization of designs and approval of the Project Cost Sheet (PCS).
• Final Settlement: The remaining balance will be paid upon completion of the project, prior to the final handover.

2.2. Additional Payments:

• For larger projects or those requiring customization, interim payments may be required during execution based on the project timeline and scope.
• Any modifications to the approved design, scope, or PCS that increase the project value will require additional payments, which will be communicated in advance.

2.3. Non-Refundable Payments: All amounts paid under these Terms, including the Initial Booking Fee, are non-refundable due to the custom nature of the products and services provided by AMDS.

2.4. Taxes and Charges: All payments will be subject to applicable taxes, such as GST or other levies, as mandated by law. These charges will be clearly outlined in the PCS.

2.5. Accepted Payment Methods: Payments must be made through official AMDS payment channels, including bank transfer, cheque, or online payment platforms. Direct payments to subcontractors or third-party vendors will not be acknowledged, and AMDS will not be liable for any unauthorized transactions.

2.6. Delayed Payments:

• Payments must be made within the stipulated timeline mentioned in the invoice or as per the agreed-upon schedule.
• Delayed payments may lead to a revision of the project timeline, including delays in delivery and handover.
• AMDS reserves the right to impose late fees or storage charges for projects delayed due to payment issues.

2.7. Final Payment and Handover: The project handover will only proceed upon receipt of full and final payment. Products will not be dispatched, delivered, or installed without the settlement of all dues.

2.8. Payment Confirmation: Upon receipt of each payment, AMDS will issue a payment receipt or confirmation for your records.

3. Obligations of the Parties

3.1. Customer Obligations:

You, as the customer, agree to:

3.1.1. Ownership and Access: Ensure full ownership or valid possession of the site property and provide unrestricted access to AMDS staff and subcontractors throughout the project execution.

3.1.2. Accurate Information: Provide complete and accurate details regarding the property, including measurements, defects, and other aspects necessary for planning and execution.

3.1.3. Approvals and Payments: Approve designs, quotations, and invoices promptly. Products and services will only be procured upon receipt of your approval and timely payments.

3.1.4. Photography Consent: Permit AMDS to photograph the property before, during, and after project execution for record-keeping or promotional purposes unless explicitly declined in writing.

3.1.5. Restricted Engagement: Avoid directly engaging AMDS subcontractors, vendors, or employees to provide products or services independently. All payments must be made directly to AMDS through official channels. Unauthorized transactions are null and void, and AMDS shall not be liable for any claims arising from them.

3.1.6. Design Visualizations: Acknowledge that 3D renders are illustrative representations and may not perfectly depict the final outcome. Refer to the approved PCS for exact items, dimensions, and finishes.

3.1.7. Customized Products: Understand that all products are made-to-order based on your specifications. Payments made are non-refundable due to the customized nature of services.

3.1.8. Registration Accuracy: Ensure the accuracy of account registration details, such as name, contact information, GST number, etc. AMDS shall not be liable for any issues caused by incomplete or incorrect details.

3.2. AMDS Obligations:

AMDS agrees to:

3.2.1. Design Consultation: Provide expert consultation services for conceptualizing designs, material selection, and preparation of visualizations tailored to your preferences.

3.2.2. Project Management: Assign a dedicated project manager to assist during execution, providing updates and resolving any concerns regarding timelines or deliverables.

3.2.3. Quality Assurance: Ensure all products undergo stringent quality checks before delivery to the site.

3.2.4. Warranty Provision: Provide warranties on eligible products and services as per the terms outlined in the warranty document.

3.2.5. Execution Commitment: Complete the project as per the approved design plan and PCS within the agreed timelines, barring unforeseen delays.

3.2.6. Transparent Communication: Maintain transparency in all communications, including updates on project progress, payment reminders, and any alterations to agreed-upon terms.

4. Project Delivery Timelines

4.1. Phased Delivery Approach: The project will be divided into clearly defined phases based on the approved Project Cost Sheet (PCS). Each phase will include specific tasks, such as site preparation, product manufacturing, delivery, and installation. The estimated completion date for each phase will be communicated in writing by the Project Manager during project kickoff.

4.2. Timeline Agreement: AMDS will provide an estimated timeline for project completion during the design finalization stage. These timelines are calculated based on project scope, design approvals, and availability of materials. All dates provided are approximate and subject to variations due to unforeseen circumstances.

4.3. Customer Responsibilities:

• Approvals: Timely approval of designs and PCS is required to ensure adherence to the proposed timelines.
• Site Access: The customer must ensure unrestricted access to the project site during working hours to prevent delays.
• Payments: All payment stages must be completed as per the agreed schedule to avoid interruptions in production or installation.

4.4. Timeline Extensions: Project timelines may be revised under the following circumstances:

• Delays in receiving design approvals, site validation, or payment clearance.
• Changes to the agreed design or scope of work after the project has commenced.
• Unforeseen site conditions, such as structural issues or utility disruptions, identified during site validation or project execution.
• Events beyond AMDS’s control, including force majeure incidents, weather conditions, or supply chain disruptions.

4.5. Dispatch and Handover Notification:

• Customers will be notified at the “Ready for Dispatch” stage when the products are ready to be shipped to the site.
• The final handover schedule will be shared after delivery and installation milestones are completed.

4.6. Warehousing and Storage Charges:

• If the project site is not ready to accept delivery within 30 days of dispatch notification, additional warehousing charges will apply at 25% of the Project Value per week of delay.
• AMDS is not liable for any loss, theft, or damage to products stored beyond the initial notification period.

4.7. Definition of Handover: The project is considered complete once all agreed tasks are functional and ready for use. Minor snags or adjustments that do not affect functionality, such as minor paint touch-ups, delayed freestanding units, or non-critical repairs, will not delay the handover process.

5. Project Delays & Penalty Terms

5.1. Delay Penalty: If AMDS fails to meet the agreed-upon project timelines (excluding delays related to snag rectifications), the customer will be entitled to a delay penalty equivalent to 0.25% of the Project Value per week of delay, subject to a maximum of 2% of the Project Value.

5.2. Events Where Delay Penalty Does Not Apply: Notwithstanding anything contained herein, no delay penalty shall be payable by AMDS in the following Events of Default:

5.2.1. Any action, inaction, omission, or default committed by you, including but not limited to: – Delay in providing approvals for designs or PCS. – Delay in granting timely access to the site property. – Delay in release of payments for each stage, as per the agreed payment terms.

5.2.2. Changes or alterations to the finalized Scope of Work initiated by you after approvals have been provided.

5.2.3. Delays caused due to force majeure events, as specified in Clause 10 of these Terms.

5.2.4. Any act of discrimination, harassment, or abuse (whether verbal or physical) against AMDS staff, subcontractors, or any vendors engaged in the execution of the project.

5.2.5. Any other reason for delay solely attributable to you or parties acting on your behalf.

5.3. Grace Period: A grace period, based on project complexity, will be applicable before any delay penalty is enforced:

• Projects under 60 days: 7 working days.
• Projects between 60 and 120 days: 15 working days.
• Projects over 120 days: 30 working days.

5.4. Customer-Caused Delays: In case of delays caused by the customer, AMDS reserves the right to adjust project timelines and levy additional costs, such as warehousing charges, rescheduling fees, or other expenses incurred due to the delay.

6. Warranty

6.1. Scope of Warranty: All products delivered under these Terms shall be free from manufacturing defects in materials and workmanship and shall be covered under AMDS’s warranty (“Warranty”) as per the Warranty document provided by AMDS. AMDS shall not be responsible for any warranties on products or services other than those specifically mentioned in the Project invoices.

6.2. Commencement of Warranty: Notwithstanding anything contained herein, the Warranty shall commence and be effective only if AMDS receives the full Project Value and a duly signed Handover document. If you withhold any part of the Project Value, for any reason whatsoever, AMDS shall not be obligated to provide any warranty for the products and services delivered under these Terms.

6.3. Warranty Claims Process: You may register a warranty claim by sending an email to care@adityamodulardesignstudio.com, along with:

• Details of the product or service covered under warranty.
• A description of the defects observed.
• Relevant photographs of the defects.

6.4. Exclusions and Limitations: AMDS will notify you of certain issues that may naturally arise in the context of home interiors, such as wear and tear, minor variations in finishes, and environmental effects (e.g., moisture or fading), and disclaims any liability in respect of the same.

6.5. Warranty Disclaimer:

• EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, PRODUCTS AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”
• AMDS EXPRESSLY DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

7. Intellectual Property

Ownership of Intellectual Property

7.1. All intellectual property rights (“IP”) associated with AMDS, including but not limited to designs, drawings (including 2D and 3D renders), trademarks, trade names, logos, trade-related content, copyrights, proprietary information, and software, are the sole property of AMDS. These Terms do not assign, transfer, or grant any license to use AMDS’s intellectual property.

7.2. The look and feel of AMDS platforms, including the layout, compilation, artwork, graphics, custom icons, button designs, and scripts, are protected by intellectual property laws and remain the exclusive copyright of AMDS.

Restrictions on Use

7.3. Customers and third parties may not:

• Copy, reproduce, modify, sell, license, upload, transmit, create derivative works from, or distribute any AMDS Content without prior written consent from AMDS.
• Use AMDS trademarks, trade names, or proprietary content for commercial or public purposes without explicit authorization.
• Deploy AMDS trademarks or content as metatags, hidden text, or in any misleading or unlawful manner.

Permission to Use

7.4. Permission is granted to temporarily access information or materials provided by AMDS exclusively for personal, non-commercial use. This permission does not constitute a transfer of ownership and may be revoked under the following conditions:

• Modifying or copying AMDS Content.
• Using Content for any public display or commercial purposes.
• Attempting to decompile, reverse-engineer, or extract software data from AMDS systems.
• Removing copyright or proprietary notations from AMDS materials.
• Transferring Content to another person or mirroring it on external servers.

7.5. Upon termination of this permission, customers are required to destroy any downloaded or printed Content and cease all further use of AMDS proprietary materials.

Infringement of Intellectual Property

7.6. In the event of intellectual property infringement by the customer or any party acting on their behalf, AMDS reserves the right to:

• Seek injunctive relief and damages under applicable civil and criminal laws.
• Terminate the engagement under these Terms immediately without refunding any previously paid amounts.
• Recover damages and legal costs incurred due to the infringement.

User-Generated Content

7.7. Any user-generated content provided by customers, including comments, reviews, or uploads, must comply with intellectual property laws and must not infringe upon the rights of third parties. Customers grant AMDS non-exclusive, royalty-free rights to use such content for promotional purposes.

7.8. If user-generated content is flagged for infringing third-party intellectual property rights, AMDS reserves the right to take it down, investigate, and block or suspend the user responsible.

Copyright and Trademark Notices

7.9. All logos, trademarks, trade names, designs, drawings, and proprietary materials belonging to AMDS are protected under applicable copyright and trademark laws. Unauthorized use, reproduction, or modification of these materials without AMDS’s prior written consent is strictly prohibited.

7.10. Customers may not use AMDS trademarks, trade names, or proprietary phrases as metatags, keywords, or hidden text on external platforms without prior written approval from AMDS.

8. Limitation of Liability

8.1. Maximum Liability: Notwithstanding anything contained herein, the maximum liability of AMDS, in any case and in respect of any claim whatsoever, shall be limited to and shall not exceed the amounts actually paid by the customer to AMDS for the specific product or the relevant service that gives rise to the claim.

8.2. Exclusion of Indirect Damages: In no event shall AMDS be liable for any indirect, incidental, special, punitive, consequential, or exemplary damages (including but not limited to loss of revenue, profits, goodwill, use, rent of accommodation, or other economic loss) arising in connection with these Terms, the services rendered, or the products delivered herein.

8.3. Website and Information Access: AMDS shall not be liable for any damages arising out of or in connection with:

• Access to, use of, or inability to use its website or any information contained therein.
• The availability, delay, or utility of the products or services provided.

8.4. Limitation by Law: Nothing in this Limitation of Liability shall exclude liabilities that cannot be excluded under applicable laws. AMDS’s liability shall be restricted to the extent permissible by law.

8.5. Reservation of Rights: Any rights not expressly granted herein are reserved by AMDS.

9. Expiration

9.1. Automatic Expiration: The Terms between AMDS and the customer, under these Terms, shall automatically expire upon Project Handover.

9.2. Premature Termination by AMDS: AMDS may prematurely terminate these Terms and services by issuing a 15 (fifteen) days’ written notice to the customer, under the following circumstances: 9.2.1. The customer engages in any Event of Default as outlined in Clause 5.2. 9.2.2. The customer is directly or indirectly involved in any act of discrimination, harassment, or abuse (verbal or physical) against any person, contractor, vendor, or employee deployed by AMDS for Project execution.

In such cases, AMDS shall not be liable for any refunds or compensation to the customer whatsoever.

9.3. Non-Refund in Case of Termination: In no event shall AMDS be liable to refund any amounts already paid by the customer if the Terms are terminated under Clause 9.2. Customers agree that the foregoing constitutes a reasonable estimate of the losses suffered by AMDS in cases of default, delay, or failure to make agreed payments, and compensates AMDS for costs and damages incurred due to the procurement of customized products and services for the project.

9.4. Survival of Provisions: Provisions of these Terms that, by their nature, are intended to survive the expiration or termination of the Terms shall remain enforceable. These include, without limitation, Clause 2 (Payment Terms), Clause 7 (Intellectual Property), Clause 8 (Limitation of Liability), Clause 9 (Expiration), Clause 10 (Force Majeure), Clause 11 (Governing Law and Jurisdiction), Clause 12 (Non-Disparagement), and Clause 13 (Miscellaneous).

10. Force Majeure

10.1. AMDS shall not be liable for any failure, delay, or default in the performance of the Scope of Work under these Terms if caused due to unforeseen circumstances or causes beyond the control of AMDS. These include, but are not limited to, government-imposed restrictions such as bandhs or lockdowns, natural disasters (e.g., floods, earthquakes, or fires), pandemics, epidemics, war, riot, embargo, strikes, black swan events, legislative changes, or any other force majeure events. In such cases, the affected party may defer its performance for a period equal to the duration of the force majeure event.

10.2. If force majeure conditions continue for a period exceeding 15 (fifteen) days, you agree to renegotiate the Scope of Work for the Project with AMDS in good faith.

11. Governing Law & Jurisdiction

11.1. These Terms shall be governed by and construed in accordance with the laws of India. All disputes arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts in Baijnath, Himachal Pradesh.

12. Non-Disparagement

12.1. You agree that you shall not make any disparaging or defamatory comments regarding AMDS, its business, or its personnel, nor make negative comments concerning any aspect of their relationship with you. This includes, but is not limited to, making statements—whether orally, in writing, or via electronic communication channels—that may harm the reputation or goodwill of AMDS.

13. Miscellaneous

13.1. Entire Agreement: These Terms, along with our Policies and Scope of Work (including any amendments), constitute the entire agreement between AMDS and you concerning the Project and supersede all prior agreements, understandings, and representations, whether written or oral.

13.2. Variation of Terms: In response to legal changes, court decisions, market conditions, or updates in internal policies, AMDS reserves the right to amend these Terms at any time. Any continued use of AMDS services following changes constitutes your acceptance of these amended Terms, which will apply prospectively.

13.3. Marketing: By engaging AMDS, you grant AMDS permission to photograph the site property before, during, and upon completion of the Project. AMDS is entitled to use these photographs for business or publicity purposes, including sharing online, on social media, or in marketing materials. AMDS will not disclose your name without prior consent.

13.4. Severability: If any provision of these Terms is deemed invalid or unenforceable, the remainder of the Terms shall remain valid and enforceable to the fullest extent permitted by law.

13.5. Notices: Any notices or communications related to these Terms must be transmitted in writing, either electronically or otherwise, by the relevant party.

13.6. Policies: AMDS’s Policies, including customer guidelines, refund and exchange policies, and privacy policies, are accessible via [AMDS’s website or other specified channel]. These Policies are deemed part of these Terms. In case of any conflict, the conditions of these Terms shall prevail.

13.7. Drafting Neutrality: No provision of these Terms shall be construed against AMDS by reason of having been drafted solely by AMDS.

13.8. Modification of Terms

AMDS reserves the right to revise or update these Terms periodically to address changes in applicable laws, market conditions, technical necessities, or updates in company policies. Any such revisions will be communicated to customers, and continued use of AMDS services after these updates shall constitute acceptance of the modified Terms.

14. Website Access and Liability

Access to AMDS’s website is provided for informational purposes and personal use only. AMDS shall not be liable for any damages arising from access to or the use of its website, including delays, inaccuracies, or non-availability of information. Customers are prohibited from attempting to decompile, reverse-engineer, or redistribute any software or proprietary materials on the website.

15. Shipping Policy

For detailed information on how AMDS manages shipping timelines, costs, and delivery processes, please refer to our Shipping Policy.

16. Cancellation Policy

To understand the terms for cancelling your order or project with AMDS, including fees or refund eligibility, please visit our Cancellation Policy.

17. Returns Policy

To learn about how AMDS handles returns, including timelines and conditions for product eligibility, refer to our Returns Policy.