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Last updated: 16 September 2026
OrbitLayer (we, us, our, or the Agency) is a web and app development studio operating from Gurugram, Haryana, India (Delhi NCR). We own and operate the website at https://orbitlayer.in and provide the services described in these Terms.
These Terms apply to two groups of users, and some sections apply only to a particular group: Visitors, anyone who browses the website or submits an enquiry; and Clients, individuals or organisations that engage us for project work such as website, web application, mobile app, design, e-commerce or SEO work.
Our Privacy Policy, published at https://orbitlayer.in/privacy, explains how we handle personal data and forms part of these Terms by reference. By accepting these Terms, you also acknowledge the Privacy Policy.
In these Terms, unless the context requires otherwise, the following meanings apply:
We provide the following Services: website development; web application development; mobile app development; UI/UX design; e-commerce development; and search engine optimisation (SEO). We also publish free Concept Sites for showcase purposes only.
These Terms set the general framework for our relationship with you. The precise scope, deliverables, milestones and timeline of any engagement are defined in that project's Proposal or SOW. Anything not expressly described in a Proposal or SOW is out of scope and will be quoted and charged separately if you wish to add it.
This section applies to Clients only. Each project engagement is governed by a separate written Proposal or Statement of Work that is accepted by both parties. Acceptance may be given by email, electronic signature, or other written confirmation, and such acceptance is binding.
Order of precedence. Where a Proposal or SOW conflicts with these Terms on engagement-specific commercial matters, namely scope, fees, milestones and timelines, the Proposal or SOW prevails. On all other matters, including intellectual property, limitation of liability, indemnity, confidentiality and governing law, these Terms prevail, unless the Proposal or SOW expressly states that it overrides a specific clause of these Terms.
No oral variation. No change to a Proposal or SOW or to these Terms is binding unless it is recorded in writing and confirmed by both parties.
This section applies to Clients only. Quotes and estimates, including those generated through the website quote or estimate form, are indicative only and are valid for 30 days from the date issued, unless we state otherwise in writing. A quote becomes binding only when a Proposal or SOW is accepted by both parties.
Taxes (GST). All Fees are exclusive of taxes. Goods and Services Tax (GST) and any other applicable statutory taxes are charged in addition at the prevailing rates. Where you are GST-registered, you must provide a valid GSTIN for invoicing. Fees are quoted and payable in Indian Rupees (INR) unless we agree otherwise in writing.
Payment milestones. Unless the Proposal or SOW states otherwise, project Fees are payable in two milestones: 50 percent advance to confirm the booking and start work; and 50 percent balance on completion, payable before final delivery and handover. The 50 percent advance is an advance against work to be performed and, once work has commenced, is non-refundable to the extent of work actually performed and time reserved.
Invoice and late payment. Invoices are payable within 15 days of the invoice date, unless a different period is stated in the Proposal or SOW. Overdue amounts may attract interest at 1.5 percent per month (or part month) on the outstanding sum from the due date until paid. We may also pause or suspend work while payments remain overdue, and timelines will be extended accordingly. Suspension for non-payment is not a breach by us.
This section applies to Clients only. Our process. We typically work in stages: kickoff and discovery, design, development, review, and delivery, collaborating with you through agreed channels such as email, calls and project tools.
Your responsibilities. To keep your project on track, you agree to provide, in a timely manner: accurate content, copy, images and other assets; any access and credentials we reasonably need, for example hosting, domain or third-party accounts; prompt, clear feedback; and written approvals at each review stage. You confirm and warrant that you own, or are properly licensed to use, all materials you supply to us, and that they do not infringe any third party's rights.
Delays, deemed approval and dormant projects. If your content, feedback, approvals or access are delayed, the project timeline will be extended accordingly, and additional or rescheduled work may incur revised costs. If we request feedback or approval at a review stage and do not receive a written response within 7 business days, that stage will be treated as approved so the project can proceed. If a project remains inactive due to lack of response from you for 30 continuous days, we may treat it as suspended and invoice all work performed up to that point; if inactivity continues for 60 continuous days, we may treat the project as terminated, in which case the Termination section applies.
This section applies to Clients only. Each Proposal or SOW specifies the number of included revision rounds. Unless stated otherwise, an engagement includes two rounds of revisions at each major stage, such as design and development.
A revision means refining or correcting an agreed Deliverable within the originally approved scope, and is included. A change request means new, expanded or different work beyond the approved scope, for example adding pages, features, or redesigning approved work. Change requests must be raised in writing and we will quote them separately; approved change requests may affect the project timeline and Fees. Work beyond the included revision rounds is treated as a chargeable change request.
Ownership until full payment. All Deliverables, including source code, designs, layouts and working files, remain the sole and exclusive property of OrbitLayer until the Client has made full and final payment of all sums due for the engagement. Until then, no rights, title or licence in the Deliverables passes to the Client, and the Client may not use, copy or deploy the Deliverables for live or commercial purposes.
Transfer on full payment and retained rights. Upon our receipt of full and final payment, we assign to the Client ownership of the final, custom Deliverables created specifically for that Client, excluding the items below. We retain all ownership of our pre-existing tools, frameworks, code libraries, methodologies and know-how, including anything we developed before or independently of the engagement; where these are incorporated into a Deliverable, the Client receives a non-exclusive, perpetual licence to use them solely as part of that Deliverable.
Portfolio rights and third-party components. We retain the right to display, reference and describe the completed work, including screenshots, descriptions and links, in our portfolio, case studies, website and marketing materials. If you require confidentiality, you may ask us in writing, ideally before the project starts, to opt out of portfolio or showcase use, and we will honour reasonable requests. Any third-party or open-source elements, such as libraries, plugins, fonts, stock images or purchased themes, are licensed, not assigned, and remain subject to their own licence terms; the Client is responsible for maintaining any required subscriptions or licences for these components after handover.
You agree not to:
Our website and Services are directed to businesses and to persons aged 18 and over, not to children. We do not knowingly collect personal data from children; how we handle children's data is described in our Privacy Policy. Information you submit through any form must be accurate, and we reserve the right to refuse, restrict or block any User who breaches this section.
Service warranty. We warrant that our Services will be performed with reasonable skill and care. For custom Deliverables, we provide a 30-day defect-fix period from the date of final delivery, during which we will fix, free of charge, any reproducible bug or defect in the work we delivered that prevents it from functioning as agreed in the Proposal or SOW. This warranty does not cover issues caused by changes you or third parties make after handover, third-party services, content errors, new feature requests, or ongoing maintenance. Continuing support and maintenance are available under a separate paid arrangement.
As-is disclaimer. The website and the free Concept Sites are provided as is and as available. To the maximum extent permitted by law, we make no warranty that they will be uninterrupted, timely, error-free or fit for any particular purpose, and we do not guarantee any specific outcome. In particular, SEO services do not guarantee any specific search ranking, traffic or commercial result, which depend on factors outside our control, including search engine algorithms and competitor activity.
Concept Sites. Our free Concept Sites exist for showcase and illustration only. They are not intended for production use, resale or the handling of live or real data, and no warranty, support or service level applies to them.
To the maximum extent permitted by law, we are not liable for any indirect, incidental, consequential, special or punitive damages, or for any loss of profits, revenue, business, goodwill, data or anticipated savings, arising out of or in connection with the website or the Services, even if we were advised of the possibility of such loss.
Liability cap. Our total aggregate liability arising out of or in connection with an engagement is limited to the total Fees actually paid by the Client to the Agency for that specific engagement.
Liabilities that cannot be excluded. Nothing in these Terms limits or excludes any liability that cannot be limited or excluded under Indian law, including liability for fraud, wilful misconduct, or death or personal injury caused by our negligence, and nothing in this section limits any remedy that cannot be waived or excluded under the Consumer Protection Act, 2019.
By the Client. You agree to indemnify and hold harmless OrbitLayer, its owners and personnel, against any claims, losses, damages, liabilities and reasonable costs arising from: content, materials or assets you supplied to us, including any claim that they infringe a third party's rights; your breach of these Terms or of a Proposal or SOW; your misuse of any Deliverable; or your use of the website or Services in an unlawful manner.
Mechanics. To claim indemnity, we will give you prompt written notice of the claim, allow you to conduct or participate in the defence (with counsel of your choice, at your cost), and provide reasonable cooperation. You may not settle any claim in a way that imposes an obligation or admission on us without our prior written consent.
Each party agrees to keep the other's Confidential Information confidential, to use it only for the purposes of the engagement, and to protect it with reasonable care. This obligation survives termination of the engagement.
Carve-outs. Confidentiality does not apply to information that: is or becomes publicly available through no fault of the receiving party; was already lawfully known to the receiving party; is independently developed without using the other's Confidential Information; is lawfully received from a third party without restriction; or is required to be disclosed by law, regulation or a competent authority, in which case the disclosing party will, where lawful, give prior notice. Where the parties sign a separate Non-Disclosure Agreement, that NDA supplements these Terms, and if there is a conflict on confidentiality the signed NDA prevails.
We also note our obligations under Section 72A of the Information Technology Act, 2000, which makes wrongful disclosure of personal information a criminal offence; we treat personal information accordingly.
Term and termination. These Terms apply for as long as you use the website or an engagement remains live. Each engagement runs for the duration set out in its Proposal or SOW. Either party may terminate an engagement if the other commits a material breach and fails to remedy it within 15 days of receiving written notice describing the breach. We may suspend or terminate an engagement if Fees remain overdue beyond the due date.
Effect of termination. On termination of an engagement: the Client must pay for all Services performed and expenses incurred up to the date of termination; no ownership of, or licence to, any Deliverable transfers until all amounts due are paid in full, and licences for unpaid work do not vest; we will, on request and once amounts due are settled, hand over completed and paid-for materials, and we will delete or return access credentials you provided; and clauses that by their nature should survive, including intellectual property, confidentiality, limitation of liability, indemnity and governing law, continue in force.
Neither party is liable for any failure or delay in performing its obligations (other than payment obligations already due) caused by events beyond its reasonable control, including natural disasters, floods, fire, epidemics or pandemics, war, civil unrest, terrorism, strikes, government action or restrictions, power failures, internet or telecommunications failures, and outages of hosting or cloud infrastructure, including AWS.
The affected party will notify the other as soon as reasonably practicable and will resume performance promptly once the event ends. If a force majeure event continues for more than 60 continuous days, either party may terminate the affected engagement on written notice, in which case the Termination section applies to work performed up to that point.
Our website and Services rely on third-party providers, including Amazon Web Services (AWS), Mumbai (ap-south-1) region for hosting; our email provider for transactional and contact email; WhatsApp and Meta for click-to-chat messaging; and our website analytics tool. These providers are named consistently with our Privacy Policy. Client projects may also use third-party plugins, integrations or platforms.
We are not responsible for the availability, performance, changes, pricing, discontinuation or terms of any third-party service. Your use of any third-party service is governed by that third party's own terms and policies. Outbound links and the WhatsApp click-to-chat feature will take you to third-party platforms that we do not control, and we are not responsible for the content or practices of those platforms.
These Terms, and any dispute or claim arising out of or in connection with them (including non-contractual disputes), are governed by and construed in accordance with the laws of India, including, as applicable, the Indian Contract Act, 1872, the Information Technology Act, 2000 and the SPDI Rules, 2011 (our current data-protection compliance basis), and the Consumer Protection Act, 2019, and the Digital Personal Data Protection Act, 2023 as and when its provisions come into force.
Subject to the Dispute Resolution section, the courts at Gurugram, Haryana, India shall have exclusive jurisdiction over any dispute arising out of or in connection with these Terms.
Good-faith resolution first. Before commencing any formal proceedings, the parties will attempt to resolve any dispute in good faith. You should first raise the matter through our contact or grievance channels, and we will work with you towards a fair resolution.
Arbitration. This arbitration clause applies to project engagements between the Agency and Clients, and nothing in it removes or limits any non-waivable right a consumer has under the Consumer Protection Act, 2019, including the right to approach consumer forums. If a dispute relating to a project engagement is not resolved within 30 days of being raised, it will be referred to and finally resolved by arbitration under the Arbitration and Conciliation Act, 1996, by a sole arbitrator appointed by mutual agreement. The seat and venue of arbitration will be Gurugram, Haryana, the language will be English, and the arbitrator's award will be final and binding.
Urgent relief. Nothing in this section prevents either party from seeking urgent injunctive or interim relief, for example to protect intellectual property or Confidential Information, from the competent courts at Gurugram, Haryana.
We may update these Terms from time to time. The current version is always the one posted at https://orbitlayer.in/terms with its last updated date. Changes take effect when posted, and your continued use of the website or Services after a change means you accept the updated Terms.
For active engagements, the Terms in force at the time the relevant Proposal or SOW was accepted will govern that engagement, unless we agree a variation in writing.
General contact. Email: hello@orbitlayer.in. Phone: +91 83681 19569. Location: Gurugram, Haryana, India.
Grievance Officer. In line with the Information Technology Act, 2000 and the SPDI Rules, 2011, the Consumer Protection (E-Commerce) Rules, 2020, and the Digital Personal Data Protection Act, 2023 as and when its provisions come into force, you may raise any grievance, including about our Services or how we handle your personal data, with our Grievance Officer at grievance@orbitlayer.in.
Our service commitment. When you raise a grievance, we will acknowledge it within 48 hours of receipt and issue you a complaint or reference number so you can track its status, and we will resolve it within 30 days (one month) of receipt. These timelines meet the requirements under the Consumer Protection (E-Commerce) Rules, 2020 and the SPDI Rules, 2011, and fall well within the response period contemplated by the Digital Personal Data Protection regime. Consumer queries should be directed to the same grievance channel. These Terms should be read together with our Privacy Policy.