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SOFTWARE DEVELOPMENT & SaaP TERMS AND CONDITIONS

Preamble

These Terms & Conditions (“Terms”) form a binding contract between EXPERTPK . (“EXPERTPK”, “we”, “us”, “our”, "Expert IT Solutions") and any person or entity (“Client”, “you”, “your”) that purchases, downloads, installs, accesses, tests, solicits, or otherwise uses any Deliverable (defined below).

By taking any of these actions, or by engaging in any form of business with EXPERTPK, you irrevocably confirm that you have read, understood, and accepted these publicly-available Terms in full, even if you have not signed them or clicked any button agreeing to them. If you do not agree to these Terms, you must not use or access any Deliverables or conduct business with us.

Automatic Acceptance

Client acknowledges that:

  • A purchase order, payment, download, installation, test, log-in, or other access to a Deliverable automatically constitutes acceptance of these Terms.
  • Any business interaction with EXPERTPK, including but not limited to requests for proposals, quotes, or services, constitutes acceptance of these Terms, even in the absence of a formal agreement.
  • EXPERTPK may revise the Terms at any time without prior notice. The current version posted on EXPERTPK’s official website governs immediately; continued use after a revision equals acceptance of the revision.
  • Client expressly waives its own standard terms. Deviations are valid only if (i) set out in a single written instrument, (ii) signed by a director of EXPERTPK, and (iii) expressly state that they override these Terms.

1. Definitions

  • Software Product / Module: Any software, plugin, script, code, API, database, model, training material, or other digital item created, licensed, or provided by EXPERTPK.
  • Development Services: Custom development, configuration, integration, consulting, training, support, or similar work rendered by EXPERTPK.
  • Deliverables: Collectively, all Software Products and all outputs of Development Services.
  • Intellectual Property Rights (IPR): All present and future patents, copyrights, trademarks, database rights, trade secrets, know-how, and similar rights worldwide.
  • Acceptance: The earliest of (a) Client’s written confirmation, (b) production use or go-live, (c) download or installation, or (d) ten (10) calendar days after delivery if no rejection notice is received.
  • Cleared Funds: Monies that have arrived in EXPERTPK’s designated bank account and are fully available for use, free of recall, chargeback, or claw-back.

2. Ordering & Change Control

2.1 An order is binding when EXPERTPK issues written confirmation or commences work.

2.2 Scope and assumptions appear in a Statement of Work (“SoW”) or similar document.

2.3 Changes require a signed Change Order; EXPERTPK may adjust fees and timelines.

3. Fees, Payment & Non-Refundability

3.1 Advance Payment: Unless expressly waived in writing, 100% of the price is due before delivery or work start.

3.2 Meaning of “Paid”: An invoice is not deemed paid—and no Deliverables, licences, or support will be provided—until EXPERTPK has received Cleared Funds. A payment instruction, remittance advice, bank SWIFT copy, PayPal receipt, or similar is not evidence of payment. Any processing time within banks, gateways, or middleware is at Client’s risk.

3.3 Credit invoices (if any) are due within seven (7) calendar days of issue.

3.4 Late payments accrue 10% interest per month (or the maximum lawful rate, if lower).

3.5 Amounts overdue by >60 days may be referred to a collection agency; Client pays all recovery costs.

3.6 Final & Non-Refundable Sale: All sales are final. No refund, return, exchange, reversal, or charge-back is permitted under any circumstances, except as outlined in Section 18.

3.7 Charge-back Waiver: Client irrevocably waives the right to file any charge-back, claw-back, or payment dispute with banks, card schemes, e-wallets, or other intermediaries unless all dispute resolution steps in Section 15 have been exhausted.

4. Taxes, Withholding & Bank Fees

Client bears all taxes, levies, withholdings, currency-conversion spreads, and banking fees so that EXPERTPK receives the exact EUR amount stated on the invoice in Cleared Funds. Subsequent charges or FX fluctuations do not reduce the amount due.

5. No Guarantees; As-Is Acceptance

5.1 Client acknowledges it had full opportunity to request a demo, ask questions, and verify suitability before purchase.

5.2 Deliverables are provided “as is”, “with all faults”, and without warranty of any kind, express or implied (including merchantability, fitness for purpose, title, non-infringement, accuracy, reliability, security, compatibility, or uninterrupted operation).

5.3 EXPERTPK does not warrant that Deliverables will function in Client’s particular environment or with third-party software, hardware, customisations, or workflows, nor that they will be free of conflicts with tools Client presently uses or intends to use.

5.4 Client’s sole remedy is the limited support in Section 6 or a refund as per Section 18.

6. Limited Support

6.1 A thirty (30)-day support window commences on delivery. EXPERTPK will use commercially reasonable efforts to correct reproducible defects that (i) deviate from the written documentation provided by EXPERTPK and (ii) are caused solely by EXPERTPK’s unmodified code.

6.2 Support excludes: new features, enhancements, training, on-site work, integrations, data migration, issues caused by third-party updates, environment changes, misuse, or unauthorised modifications. Such work is billable under a new SoW.

7. IP Ownership, Licence & Audit

7.1 EXPERTPK retains all IPR in Deliverables unless a separate, director-signed assignment agreement expressly states otherwise.

7.2 Upon full payment in Cleared Funds, Client receives a non-exclusive, non-transferable, single-production-instance licence. Additional servers, databases, subsidiaries, affiliates, or SaaS provision require separate licences.

7.3 Client shall not: sell, rent, lease, sublicense, distribute, provide SaaS, reverse-engineer, decompile, disassemble, translate, modify, bypass licence-keys, or remove copyright notices.

7.4 EXPERTPK may audit Client’s systems on seven (7) days’ notice; Client shall cooperate and promptly cure any breach, including paying licence fees and audit costs.

8. Indemnity

Client shall defend, indemnify, and hold harmless EXPERTPK, its officers, employees, and subcontractors from all claims, fines, liabilities, and costs (including attorneys’ fees on a solicitor-and-client basis) arising from:

a) Client’s use, resale, or distribution of Deliverables;

b) breach of these Terms or of law;

c) materials or instructions supplied by Client;

d) Client’s failure to obtain licences or approvals.

9. Limitation of Liability

To the fullest extent permitted by Pakistani law, EXPERTPK is not liable for any direct, indirect, incidental, consequential, punitive, or exemplary damages (including loss of profits, data, goodwill, or regulatory fines). If liability cannot be disclaimed, EXPERTPK’s aggregate liability for all claims relating to a specific order is limited to the gross profit earned by EXPERTPK on that order, and shall never exceed that amount.

10. Confidentiality, Compliance & Export Control

10.1 Each party must protect the other’s confidential information with reasonable care.

10.2 Client warrants it is not subject to sanctions and will comply with export-control, data-protection, and industry-specific regulations.

11. Force Majeure

Neither party is liable for delay or failure caused by events beyond reasonable control (e.g., natural disaster, war, pandemic, utility outage, governmental action).

12. Termination

12.1 EXPERTPK may suspend licences or terminate immediately for breach, insolvency, or late payment.

12.2 Upon termination, licences cease, and Client must destroy all copies of Deliverables. Sections that by nature survive (e.g., 3, 4, 5, 6, 7, 8, 9, 12–20) remain in force.

13. Governing Law & Jurisdiction

These Terms are governed by the laws of Pakistan. All disputes shall be exclusively resolved by the courts of Lahore, Punjab. Client irrevocably submits to this jurisdiction and waives any right to challenge the jurisdiction or venue.

14. Miscellaneous

  • Entire Agreement: These terms, comprised of these Terms and any attached Statement of Work (SoW), represents the final and integrated understanding between us, superseding all earlier discussions, proposals, and email exchanges. For the avoidance of doubt, these Terms will apply even if they conflict with terms in another written agreement. The only exception to this is if a separate written agreement clearly identifies the specific term within these Terms that is intended to be different and includes a specific, signed, or formally approved amendment by authorized individuals from both parties.
  • Revisions: EXPERTPK may update the Terms at any time; the posted version controls.
  • Severability: Invalid provisions are replaced with valid ones that best achieve their intent.
  • No Waiver: Failure to enforce any right is not a waiver.
  • Assignment: Client may not assign without EXPERTPK’s written consent.
  • Sub-contracting: EXPERTPK may sub-contract but remains responsible for performance.
  • Headings: Headings are for convenience only and do not affect interpretation.
  • Notices: Legal notices must be in English and delivered by courier or registered mail to each party’s registered office.
  • Delivery Timelines and Exclusion of Liability: All delivery timelines provided in our contracts or agreements or commitments are for informational purposes only and are not guaranteed firm dates. Due to the inherent complexities and unpredictable nature of software development, including but not limited to technical issues, conflicts, and hardware/compatibility problems, delays may occur. Regardless of the cause or duration of any delay in delivery, the company shall not be held liable for any direct, indirect, incidental, consequential, special, or exemplary damages, including but not limited to lost profits, business interruption, or any other losses incurred by the client.

15. Mandatory Dispute Resolution Process

15.1 Before initiating any legal action, Client must:

a) Submit a detailed support ticket through EXPERTPK’s official support portal.

b) Allow EXPERTPK a reasonable period (not less than 30 days) to resolve the issue.

c) If unresolved, participate in good faith in mediation or arbitration as directed by EXPERTPK.

15.2 Failure to follow this process constitutes a waiver of the right to pursue legal action.

15.3 Any legal action must be brought within one (1) year of the transaction date and only after providing written notice and a 30-day opportunity to cure.

16. Affirmation and Oath

By engaging with EXPERTPK, Client affirms under oath that:

  • They have read, understood, and agree to be bound by these Terms.
  • They will not initiate any legal action without first exhausting all remedies provided herein.
  • They acknowledge that any breach of this affirmation may result in dismissal of their claims and liability for EXPERTPK’s legal costs.

17. No-Class Action

Client agrees that any dispute must be resolved on an individual basis and waives the right to participate in any class action or collective proceeding.

18. Refund and Compensation Policy

The sole remedy for any dissatisfaction is a refund of the amount paid, provided that:

  • The Client has not used or benefited from the Deliverables.
  • The request is made within 30 days of payment.
    Once Deliverables are used, no refunds are available, and the limited support in Section 6 is the sole remedy.

19. Acknowledgment of Limited Profit and Business Intent

Client acknowledges that EXPERTPK operates with minimal profit margins and that these Terms are designed to avoid unnecessary legal disputes. By agreeing to these Terms, Client confirms their understanding and acceptance of the limitations on liability and dispute resolution processes.

20. Assumption of Agreement

If Client engages in business with EXPERTPK without requesting a formal agreement, it is assumed that Client has accepted these Terms in full.

By purchasing, downloading, installing, or using any Deliverable, or by engaging in any business with EXPERTPK, Client confirms that it has read, understood, and agrees to be bound by these Terms (including all subsequent revisions).