Terms of Service

1. Acceptance of Terms

By accessing, browsing, or using any services provided by Visionleap Ventures Private Limited ("Visionleap Ventures," "we," "us," or "our"), you ("Client," "you," or "your") acknowledge that you have read, understood, and agree to be bound by these Terms of Service ("Terms"). If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms.

If you do not agree to these Terms, you must immediately cease using our services and discontinue access to all Visionleap Ventures platforms, tools, and deliverables.

2. Services Description

Visionleap Ventures Private Limited provides enterprise technology consulting and managed services across the following domains:

• Enterprise Technology Consulting: Digital transformation strategy, IT infrastructure assessment, systems integration, technology roadmap development, and operational optimization for enterprises.
• Cybersecurity & AI: AI-powered threat intelligence, advanced persistent threat (APT) detection, security operations center (SOC) services, vulnerability assessment, penetration testing, incident response, and data protection solutions.
• Cloud Security: Cloud architecture design and deployment, multi-cloud security posture management, zero-trust framework implementation, identity and access management, and cloud compliance automation.
• Blockchain & Cryptography: Distributed ledger technology (DLT) security auditing, smart contract analysis, quantum-ready cryptographic solutions, digital asset security, and blockchain infrastructure consulting.

The specific scope, deliverables, and timeline for services shall be defined in a separate Statement of Work (SOW) or service agreement executed between Visionleap Ventures and the Client.

3. User Obligations

As a user or client of Visionleap Ventures, you agree to:

• Provide accurate, complete, and current information as required for the delivery of services.
• Maintain the confidentiality of any account credentials, API keys, or access tokens provided to you by Visionleap Ventures.
• Use our services solely for lawful purposes and in compliance with all applicable local, national, and international laws and regulations.
• Not attempt to reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code of any proprietary tools, frameworks, or software provided by Visionleap Ventures.
• Not use our services to engage in any activity that could compromise the security, integrity, or availability of our systems or those of third parties.
• Cooperate with Visionleap Ventures in a timely manner to facilitate the delivery of services, including providing necessary access to systems, data, and personnel.
• Notify Visionleap Ventures promptly of any unauthorized use of your account or any other breach of security.

4. Intellectual Property Rights

All intellectual property, including but not limited to software, tools, methodologies, frameworks, algorithms, documentation, reports, and any derivative works created by Visionleap Ventures in the course of providing services, shall remain the exclusive property of Visionleap Ventures Private Limited unless explicitly stated otherwise in a written agreement.

Where custom deliverables are developed for the Client as defined in a Statement of Work, the ownership and licensing terms for such deliverables shall be governed by the specific provisions of that SOW. In the absence of such provisions, Visionleap Ventures grants the Client a non-exclusive, non-transferable, revocable license to use the deliverables for their intended business purpose.

The Client retains ownership of all pre-existing intellectual property, data, and materials provided to Visionleap Ventures for the purpose of service delivery. The Client grants Visionleap Ventures a limited, non-exclusive license to use such materials solely for the performance of contracted services.

5. Confidentiality

Both parties agree to maintain the confidentiality of all proprietary, sensitive, and non-public information disclosed during the course of the engagement ("Confidential Information"). This obligation applies to all information marked as confidential, as well as information that a reasonable party would understand to be confidential given its nature and the circumstances of disclosure.

Confidential Information shall not be disclosed to any third party without the prior written consent of the disclosing party, except as required by law, regulation, or court order. In such cases, the receiving party shall provide prompt notice to the disclosing party to the extent legally permissible.

This confidentiality obligation shall survive the termination of these Terms and any related service agreements for a period of five (5) years from the date of disclosure.

6. Limitation of Liability

To the maximum extent permitted by applicable law, Visionleap Ventures Private Limited, its directors, officers, employees, agents, and affiliates shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, business opportunities, or goodwill, arising out of or in connection with the use of our services, regardless of the theory of liability.

In no event shall the total aggregate liability of Visionleap Ventures exceed the total fees paid by the Client to Visionleap Ventures for the specific service giving rise to the claim during the twelve (12) months immediately preceding the event that gave rise to such liability.

This limitation of liability shall apply regardless of whether Visionleap Ventures has been advised of the possibility of such damages and notwithstanding the failure of essential purpose of any limited remedy.

7. Indemnification

You agree to indemnify, defend, and hold harmless Visionleap Ventures Private Limited, its directors, officers, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with:

• Your breach of these Terms or any applicable laws or regulations.
• Your negligent or wrongful use of our services.
• Any third-party claims arising from your use of deliverables provided by Visionleap Ventures.
• Your failure to maintain the confidentiality of account credentials or access tokens.
• Any violation of the intellectual property rights of Visionleap Ventures or any third party resulting from materials or data you provided.

8. Service Level Agreements

Visionleap Ventures is committed to delivering services at the highest standards of reliability and performance. For managed and hosted services, we maintain a 99.99% uptime service level agreement (SLA), subject to the following conditions:

• The SLA excludes scheduled maintenance windows, which shall be communicated to the Client at least 48 hours in advance.
• The SLA excludes downtime caused by force majeure events, third-party service provider outages, or actions attributable to the Client.
• In the event of an SLA breach, the Client may be entitled to service credits as defined in the applicable service agreement or SOW.
• Service credits shall be the sole and exclusive remedy for any SLA breach and shall not exceed 15% of the monthly service fees for the affected service.

Specific SLA terms, including response times, resolution targets, and escalation procedures, shall be detailed in the applicable Statement of Work or service agreement.

9. Payment Terms

All fees for services shall be as set forth in the applicable Statement of Work, proposal, or service agreement. Unless otherwise agreed in writing:

• Invoices are issued on a monthly basis or upon achievement of defined milestones, as specified in the SOW.
• Payment is due within thirty (30) days of the invoice date.
• All fees are quoted in Indian Rupees (INR) unless otherwise specified. International clients may be invoiced in USD or EUR as mutually agreed.
• Late payments shall accrue interest at a rate of 1.5% per month or the maximum rate permitted by applicable law, whichever is lower.
• Visionleap Ventures reserves the right to suspend services if payment remains outstanding for more than fifteen (15) days past the due date, following written notice to the Client.
• All applicable taxes, including Goods and Services Tax (GST), shall be charged in addition to the quoted fees and are the responsibility of the Client.

10. Termination

Either party may terminate these Terms or any related service agreement under the following conditions:

• Termination for Convenience: Either party may terminate with thirty (30) days' prior written notice. The Client shall be responsible for payment of all services rendered up to the effective date of termination.
• Termination for Cause: Either party may terminate immediately upon written notice if the other party materially breaches these Terms and fails to cure such breach within fifteen (15) days of receiving written notice of the breach.
• Termination for Insolvency: Either party may terminate immediately if the other party becomes insolvent, files for bankruptcy, or has a receiver appointed for a substantial portion of its assets.

Upon termination, Visionleap Ventures shall deliver to the Client all completed deliverables and work product for which payment has been received. All provisions of these Terms that by their nature should survive termination shall survive, including but not limited to confidentiality, intellectual property, limitation of liability, and indemnification.

11. Governing Law

These Terms shall be governed by and construed in accordance with the laws of India, without regard to its conflict of law principles. Any disputes arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts located in Gurgaon, Haryana, India.

12. Dispute Resolution

In the event of any dispute, controversy, or claim arising out of or relating to these Terms or the breach, termination, or validity thereof, the parties agree to first attempt to resolve the matter through good-faith negotiation for a period of thirty (30) days.

If the dispute cannot be resolved through negotiation, the parties agree to submit the matter to binding arbitration in accordance with the Arbitration and Conciliation Act, 1996 (as amended). The arbitration shall be conducted in Gurgaon, Haryana, India, and shall be administered by a sole arbitrator mutually appointed by the parties. The language of the arbitration proceedings shall be English.

The arbitrator's award shall be final and binding upon both parties and may be entered as a judgment in any court of competent jurisdiction. Each party shall bear its own costs and expenses in connection with the arbitration, unless the arbitrator directs otherwise.

13. Modifications to Terms

Visionleap Ventures reserves the right to modify, amend, or update these Terms at any time at its sole discretion. Any changes will be effective immediately upon posting the revised Terms on our website. We will make reasonable efforts to notify existing clients of material changes through email or other direct communication.

Your continued use of our services following the posting of revised Terms constitutes your acceptance of such changes. We recommend that you review these Terms periodically to stay informed of any updates. If you do not agree with the revised Terms, you must discontinue your use of our services.

14. General Provisions

Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

Entire Agreement

These Terms, together with any applicable Statement of Work, service agreement, or other written agreement executed between the parties, constitute the entire agreement between you and Visionleap Ventures and supersede all prior or contemporaneous communications, proposals, and representations with respect to the subject matter hereof.

Waiver

The failure of Visionleap Ventures to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without the prior written consent of Visionleap Ventures. Visionleap Ventures may assign these Terms without restriction.

Force Majeure

Visionleap Ventures shall not be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from circumstances beyond its reasonable control, including but not limited to natural disasters, acts of government, pandemics, cyberattacks, or infrastructure failures.

15. Contact Information

If you have any questions, concerns, or requests regarding these Terms of Service, please contact us: