These Terms of Service (“Terms”) govern your use of the Grazing Minds Lite website and any service offered through it by Grazing Minds Research and Consulting LLP (“Grazing Minds”, “we”, “us” or “our”). By using the website, submitting an enquiry or purchasing a service, you agree to the relevant provisions of these Terms. A signed proposal, statement of work or service agreement may add to or override these Terms for the specific engagement where it expressly says so.
1. About the service
Grazing Minds Lite provides business advisory, research, planning, positioning, digital-presence, sales, operations and training services to startups and small businesses. The website describes indicative packages and starting prices. A service is not confirmed until we accept the engagement and agree the scope, fees, timeline and payment terms in writing.
2. Enquiries and proposals
Submitting an enquiry does not create a client relationship, reserve capacity or oblige either party to proceed. We may ask for additional information before providing a proposal. Any proposal is based on the assumptions and inputs stated in it and may expire if not accepted within its stated period.
3. Scope and changes
Our obligations are limited to the deliverables expressly stated in the applicable package description and written proposal. Work not expressly included is excluded. Changes to deliverables, audience, format, volume, timing or assumptions may require additional fees and time. We will seek written approval before beginning material additional work.
Unless a proposal states otherwise, a one-time project includes one consolidated revision round for each principal deliverable. A revision corrects or refines the agreed work; it does not include a change in direction, new deliverable or expansion of scope.
4. Fees, taxes and payment
Website prices are indicative starting prices and are exclusive of applicable taxes and third-party costs. The final amount payable will be specified in the proposal or invoice. Unless otherwise agreed in writing, one-time assignments require 50% advance payment and 50% before final editable files or final handover. Monthly retainers are payable in advance for each service month. We may pause work if payment is overdue after reasonable notice.
Clients are responsible for bank charges, taxes and third-party costs stated in the proposal. We do not incur paid advertising, hosting, domain, software, travel, printing, data acquisition or other third-party expenses on a client's behalf without approval.
5. Client responsibilities
You agree to provide accurate information, lawful materials and timely access to relevant personnel; nominate a person authorised to approve work; consolidate feedback; obtain rights and permissions for materials you supply; and make payments when due. We are not responsible for delay or rework caused by inaccurate, incomplete or late client inputs.
6. Intellectual property
Each party retains ownership of materials, methods, tools and intellectual property it owned or developed independently before the engagement. Subject to full payment, the client receives the rights expressly described in the proposal for final deliverables created specifically for that client. Unless expressly transferred in writing, we retain ownership of pre-existing frameworks, methods, templates, know-how, generic tools and working materials. Third-party materials remain subject to their own licences.
We may use general skills, experience and ideas retained in unaided memory, provided we do not disclose your confidential information. We will not publish your name, logo or project details as a case study or testimonial without permission.
7. Confidentiality
Each party should protect non-public information received from the other that is marked confidential or would reasonably be understood to be confidential. Information may be used only for the engagement and shared with personnel or advisers who need to know and are subject to appropriate confidentiality duties. Confidentiality does not apply to information that is public without breach, already lawfully known, independently developed, lawfully received from another source or required to be disclosed by law. Where lawful, the receiving party will give notice before a compelled disclosure.
8. Professional advice and outcomes
Our work is general business consulting, research and execution support. Unless separately agreed and delivered by appropriately qualified professionals, it is not legal, tax, accounting, investment, securities, medical or other regulated professional advice. Clients should obtain independent advice where appropriate.
Recommendations are based on information available at the time. Markets, customer behaviour, laws, technology and commercial conditions can change. We do not guarantee funding, revenue, profit, customer acquisition, rankings, regulatory approval or any particular business outcome.
9. Third-party services
Some work may involve third-party software, hosting, platforms, data or service providers. Their availability, terms, security and performance are outside our direct control. Unless expressly agreed, we do not warrant third-party services or accept responsibility for their independent acts or outages.
10. Website use
You must not misuse the website, attempt unauthorised access, interfere with its operation, introduce malicious code, submit unlawful or misleading information, infringe rights or use automated means to overload the service. We may restrict access where reasonably necessary to protect the website or its users.
11. Cancellation and refunds
Cancellation, rescheduling and refund requests are governed by our Refund & Cancellation Policy and any specific written service agreement. If the documents conflict, the specific written agreement will control for that engagement to the extent stated in it.
12. Suspension and termination
Either party may request termination of an engagement in accordance with the written proposal. We may suspend or terminate work for material breach, non-payment, unlawful instructions or a failure to provide essential inputs, after reasonable notice where practicable. Fees for work completed, approved expenses and non-cancellable third-party commitments remain payable. Any refund for unperformed work will be determined under the applicable refund terms.
13. Limitation of liability
To the maximum extent permitted by law, neither party will be liable to the other for indirect, incidental, special or consequential loss, loss of anticipated profit, opportunity, goodwill or data arising from an engagement. Nothing in these Terms excludes liability that cannot legally be excluded, including liability for fraud or wilful misconduct where applicable.
To the maximum extent permitted by law, our aggregate liability arising out of a specific paid engagement will not exceed the professional fees actually paid to us for that engagement during the three months preceding the event giving rise to the claim. This limit does not apply where prohibited by law. The parties should agree different risk allocation in writing for any engagement that requires it.
14. Indemnity
You are responsible for ensuring that materials and instructions you provide may lawfully be used. To the extent permitted by law, you will indemnify us against third-party claims arising from unlawful materials or instructions supplied by you, infringement caused by such materials, or your material breach of these Terms, except to the extent caused by our own breach, negligence or misconduct.
15. Force majeure
Neither party will be liable for delay caused by events beyond reasonable control, including natural disasters, widespread service outages, government restrictions, civil disturbance or failure of essential third-party infrastructure. The affected party will inform the other and take reasonable steps to resume performance.
16. Governing law and disputes
These Terms are governed by the laws of India. The parties will first attempt in good faith to resolve a dispute through written discussion. Subject to mandatory legal rights and jurisdiction, courts having competent jurisdiction in Thane, Maharashtra, shall have jurisdiction.
17. Changes and severability
We may update these Terms for future website use or engagements. The version applicable to a paid engagement will be the version incorporated into the accepted proposal or otherwise agreed. If any provision is held unenforceable, the remaining provisions continue to apply to the extent permitted by law.
18. Contact
For questions about these Terms, use the website contact form and select “Terms, billing or service question”. These Terms do not create a partnership, employment, agency or joint venture relationship between the parties.