Terms of Service

6. Website Usage

The Website is provided for informational and lead-generation purposes, including showcasing Partha's portfolio, publishing articles and updates, and enabling visitors to request proposals or quotations.

You agree to use the Website only for lawful purposes and in a manner that does not infringe the rights of, restrict, or inhibit anyone else's use of the Website. You may not use the Website to transmit unsolicited commercial communications ("spam"), malicious code, or content that is unlawful, defamatory, obscene, or infringing.

Partha may monitor Website usage and may restrict or terminate access for any user who violates these Terms.

7. User Obligations

When using the Website or engaging our Services, you agree to:

• Provide accurate, current, and complete information when submitting inquiries, quotation requests, or proposal forms;
• Maintain the confidentiality of any credentials or access provided to you;
• Use any downloadable resources solely for their intended purpose and not for redistribution or resale without written permission;
• Refrain from attempting to gain unauthorized access to Partha's systems, the Website's backend, or any non-public areas of our digital infrastructure;
• Comply with all applicable laws, including Indonesian electronic information and transaction laws (UU ITE) and any equivalent laws in your jurisdiction.

8. Client Responsibilities

For any engaged Project, the Client agrees to:

• Designate a single point of contact authorized to provide instructions, approvals, and feedback;
• Provide all necessary content, assets, credentials, brand guidelines, and access (e.g., domain registrar, hosting panel, third-party accounts) in a timely manner;
• Review and respond to Deliverables, drafts, and requests for approval within the timeframes specified in the proposal or SOW;
• Ensure that all materials supplied to Partha (text, images, logos, data, footage) are owned by or properly licensed to the Client, and do not infringe any third party's rights;
• Bear responsibility for the accuracy and legality of content the Client instructs Partha to publish, integrate, or use.

Delays caused by the Client's failure to meet these responsibilities may result in adjusted timelines, additional fees, or suspension of the Project, as further described in Section 16.

9. Quotations & Proposals

Quotations and proposals issued by Partha are estimates based on the information available at the time of preparation and are valid for fourteen (14) calendar days from the date of issuance unless otherwise stated in the document itself.

A quotation or proposal does not constitute a binding agreement until:

• The Client provides written acceptance (email, signed proposal, or signed contract); and
• Any required deposit or down payment has been received by Partha.

Partha reserves the right to revise a quotation if the Client's requirements change materially between the date of issuance and the date of acceptance, or if the original scope was based on inaccurate or incomplete information provided by the Client.

10. Service Engagement

A Project is deemed formally commenced ("Project Commencement") upon the later of: (a) written acceptance of the proposal or SOW by the Client, and (b) receipt of the applicable deposit by Partha, unless otherwise agreed in writing.

Partha will use commercially reasonable efforts to deliver Services in accordance with the timeline stated in the SOW. Timelines are estimates and may be affected by factors including Client responsiveness, scope changes, third-party dependencies, and circumstances described in Section 28 (Force Majeure).

11. Project Scope

Each Project's scope is defined exclusively by the agreed proposal, quotation, or SOW. Any work, feature, page, asset, or deliverable not explicitly listed in the agreed scope is considered outside the Project and will be treated as a Change Request under Section 14.

Partha reserves the right to clarify ambiguous scope items in writing before commencing related work.

12. Deliverables

Deliverables will be provided in the format and through the channels specified in the SOW (e.g., source files, staging links, exported assets, rendered files). Unless otherwise agreed, Partha is not obligated to provide native/editable source files for proprietary tools, frameworks, or Pre-Existing Materials.

Final Deliverables are released to the Client upon full and final payment, unless a different release schedule is agreed in writing.

13. Revision Policy

Each Project includes a defined number of revision rounds as specified in the proposal or SOW. A "revision round" means a consolidated set of feedback submitted by the Client's designated point of contact and addressed by Partha in a single iteration.

Revisions are limited to refinements within the original agreed scope (e.g., adjusting layout, color, copy placement, minor functional tweaks). Requests that introduce new features, new pages, new design directions, or materially alter the original brief are treated as Change Requests.

Revision rounds not used within the Project timeline do not roll over and are not redeemable for credit or refund.

14. Change Requests

Any request to modify the agreed scope after Project Commencement — including additional pages, features, design concepts, integrations, or revisions beyond the included rounds — constitutes a "Change Request."

Change Requests will be evaluated by Partha and, where accepted, quoted separately with an associated fee and adjusted timeline. Partha is not obligated to proceed with a Change Request until the Client has approved the associated fee and timeline impact in writing.

Repeated or extensive Change Requests that materially alter the nature of the Project ("scope creep") may result in Partha re-quoting the Project in full or terminating the engagement under Section 20.

15. Payment Terms

Unless otherwise specified in the SOW:

• Projects require a non-refundable deposit (typically 30–50% of the total Project fee) prior to Project Commencement;
• Remaining payments are due according to the milestone schedule set out in the proposal or SOW;
• Final Deliverables, source files, and ownership transfer (per Section 18) are released only upon receipt of full payment;
• All fees are quoted exclusive of applicable taxes (including Indonesian VAT/PPN) unless stated otherwise, and such taxes are the Client's responsibility unless legally borne by Partha;
• Payments are to be made in the currency and via the payment method specified in the invoice.

16. Late Payment

Invoices not paid by their due date may be subject to:

• A late payment notice issued after a grace period of seven (7) calendar days;
• Suspension of ongoing work, hosting, or maintenance services until payment is received;
• A late payment charge of up to 2% per month on the overdue amount, or the maximum permitted under applicable Indonesian law, whichever is lower;
• Referral to collections or legal action for amounts remaining unpaid beyond thirty (30) calendar days past the due date, at Partha's discretion.

Delays in payment directly extend Project timelines by an equivalent period and do not constitute a breach of Partha's delivery obligations.

17. Suspension of Services

Partha may suspend Services, access to Deliverables, hosting, or support without liability where:

• Payment is overdue beyond the grace period described in Section 16;
• The Client breaches these Terms or the applicable SOW;
• Continuing the Service would require Partha to act unlawfully or unethically;
• The Client's instructions create a security, legal, or reputational risk to Partha.

Services will be reinstated upon resolution of the underlying issue, subject to any applicable reinstatement fee.

18. Intellectual Property Rights

19. Ownership of Deliverables

Subject to Section 18 and full payment of all amounts due, ownership of final, Client-specific Deliverables (e.g., final website code developed for the Client, final brand assets, final 3D renders) transfers to the Client. Until full payment is received, all Deliverables, drafts, and work-in-progress remain the exclusive property of Partha, and the Client has no license to use, publish, or deploy them.

Partha retains the right to reuse general methodologies, know-how, frameworks, and non-confidential techniques developed during a Project for other clients and purposes.

20. Portfolio Rights

Unless the Client requests confidentiality in writing prior to or at Project Commencement, Partha reserves the right to:

• Showcase completed Projects (including designs, websites, branding, and 3D visualizations) in its portfolio, website, social media, case studies, and marketing materials;
• Identify the Client by name and describe the nature of the engagement at a general level;
• Use Project Deliverables for award submissions, industry recognition, and promotional purposes.

Clients requiring confidentiality of a Project, in whole or in part, must notify Partha in writing, and such requests will be accommodated to the extent reasonably possible, potentially subject to an additional confidentiality fee for highly sensitive engagements.

21. Confidentiality

"Confidential Information" means any non-public business, technical, financial, or strategic information disclosed by either party in connection with a Project, excluding information that is publicly available, independently developed, or rightfully obtained from a third party without restriction.

Each party agrees to:

• Use the other party's Confidential Information solely for purposes of the Project;
• Protect Confidential Information with at least the same degree of care it uses for its own confidential information, and no less than reasonable care;
• Not disclose Confidential Information to third parties without prior written consent, except to employees, contractors, or advisors bound by similar confidentiality obligations, or as required by law.

This Section survives termination of the engagement and remains in effect for two (2) years thereafter, or longer where required by a separately executed Non-Disclosure Agreement ("NDA"). Where an NDA has been separately signed by the parties, its terms govern in the event of conflict with this Section.

22. Data Protection

Partha processes personal data collected through the Website and during Project engagements in accordance with its Privacy Policy and applicable data protection laws, including Indonesia's Law No. 27 of 2022 on Personal Data Protection ("UU PDP") and, where applicable to international clients, other relevant data protection frameworks.

Where a Project involves Partha processing personal data on behalf of the Client (e.g., building a CRM or application that handles end-user data), the parties may enter into a separate Data Processing Agreement ("DPA") governing such processing, particularly for enterprise clients.

The Client is responsible for ensuring it has a lawful basis to share any personal data with Partha and for obtaining any necessary consents from its own end users.

23. Third-Party Services

Projects may involve integration with third-party services, platforms, or APIs (e.g., payment gateways, cloud hosting, analytics tools, CRMs). Partha is not responsible for the availability, performance, security, pricing changes, or policy changes of such third-party services. The Client is responsible for maintaining its own accounts, subscriptions, and compliance with third-party terms of service.

24. Hosting & Domains

Where Partha assists with hosting setup or domain registration, such assistance is provided as a facilitation service only. Unless otherwise agreed in writing:

• Domain names and hosting accounts are registered in the Client's name and ownership;
• The Client is responsible for renewal fees, ownership disputes, and account credentials following handover;
• Partha is not liable for downtime, data loss, or service interruptions caused by third-party hosting or domain providers;
• Backup of hosted content and databases is the Client's responsibility unless a managed backup service has been separately contracted.

25. Maintenance & Support

Where a maintenance or support package is included or separately contracted, the scope (e.g., bug fixes, minor updates, uptime monitoring) will be defined in the applicable agreement. Maintenance generally excludes:

• New feature development;
• Issues caused by Client-side modifications, third-party plugins, or unauthorized changes;
• Recovery from security incidents caused by the Client's failure to maintain credentials or apply recommended updates;
• Emergency requests outside agreed support hours, which may incur additional fees.

Support response times, where applicable, are detailed in the relevant Service Level Agreement ("SLA").

26. Acceptable Use

When using the Website or engaging Partha's Services, you must not:

• Submit false, misleading, or fraudulent information in any inquiry, proposal request, or Project brief;
• Use Partha's Services to develop, host, or distribute illegal, infringing, defamatory, or harmful content;
• Attempt to reverse-engineer, copy, or misappropriate Partha's proprietary tools, frameworks, or methodologies;
• Use automated means (bots, scrapers) to access or extract content from the Website without authorization;
• Engage in conduct that is abusive, threatening, or harassing toward Partha's team.

Full details are set out in our separate Acceptable Use Policy.

27. AI & Digital Technologies Disclaimer

Partha may use artificial intelligence ("AI") tools as part of its internal workflows (e.g., for research, drafting assistance, code suggestions, or design exploration) to enhance efficiency and quality. Where AI-assisted tools are used:

• All AI-assisted output is reviewed, refined, and approved by Partha's human team before delivery;
• Partha does not warrant that AI-assisted output is free of error, bias, or third-party rights issues, and applies professional judgment to mitigate such risks;
• Clients will be informed where a Project specifically involves the development of AI-powered features or AI-generated content as a core deliverable, and additional terms may apply to such engagements;
• Partha does not guarantee the performance, accuracy, or outcomes of any AI consulting recommendations, as these depend on factors outside Partha's control, including the Client's data quality and implementation.

28. Website Availability

Partha aims to keep the Website accessible but does not guarantee uninterrupted, error-free, or secure access at all times. The Website may be temporarily unavailable due to maintenance, updates, technical issues, or circumstances beyond Partha's control. Partha is not liable for any loss arising from Website downtime or unavailability.

29. Limitation of Liability

To the maximum extent permitted by applicable law:

• Partha's total aggregate liability arising out of or in connection with a Project shall not exceed the total fees actually paid by the Client for that specific Project in the three (3) months preceding the event giving rise to the claim;
• Partha shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including loss of profits, revenue, data, business opportunity, or goodwill, even if advised of the possibility of such damages;
• Partha is not liable for delays, errors, or failures caused by the Client, third-party providers, or Force Majeure events.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under mandatory provisions of Indonesian law.

30. Disclaimer of Warranties

Except as expressly stated in a signed SOW, the Website and Services are provided on an "as is" and "as available" basis. Partha disclaims all warranties, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

Partha does not guarantee:

• Specific business outcomes, revenue growth, or conversion rates resulting from any Service;
• Specific search engine ("SEO") rankings or organic traffic results;
• That software Deliverables will be entirely free of bugs or vulnerabilities, though Partha applies professional standards to minimize such risks;
• Continued compatibility of Deliverables with future third-party platform changes, browser updates, or operating system updates beyond the scope of contracted maintenance.

31. Indemnification

The Client agrees to indemnify, defend, and hold harmless Partha, its owners, employees, and contractors from any claims, damages, losses, or expenses (including reasonable legal fees) arising from: (a) the Client's breach of these Terms; (b) content, data, or materials supplied by the Client that infringe third-party rights or violate applicable law; or (c) the Client's misuse of Deliverables.

Partha agrees to indemnify the Client against direct damages finally awarded by a court of competent jurisdiction arising from Partha's gross negligence or willful misconduct in delivering the Services, subject to the limitations in Section 29.

32. Force Majeure

Neither party shall be liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including but not limited to natural disasters, pandemics, government actions, internet or power outages, civil unrest, labor disputes, or third-party service failures ("Force Majeure Event"). The affected party shall notify the other party promptly and resume performance as soon as reasonably practicable once the Force Majeure Event subsides.

33. Termination

35. Governing Law

These Terms and any dispute arising out of or in connection with them shall be governed by and construed in accordance with the laws of the Republic of Indonesia, without regard to its conflict of law principles.

36. Dispute Resolution

The parties shall first attempt to resolve any dispute arising under these Terms through good-faith negotiation. If a dispute is not resolved within thirty (30) calendar days, the parties agree to submit the dispute to mediation or, failing resolution, to the exclusive jurisdiction of the courts or arbitration body specified below:

[INSERT: District Court jurisdiction, e.g., "the District Court (Pengadilan Negeri) of [City]" OR an arbitration body such as BANI (Badan Arbitrase Nasional Indonesia), as preferred by Partha.]

For international clients, the parties may agree in the applicable SOW to resolve disputes via international arbitration (e.g., SIAC or ICC), as a deviation from this default.

37. Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court or tribunal of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible, and the remaining provisions shall continue in full force and effect.

38. Entire Agreement

These Terms, together with any applicable proposal, quotation, SOW, NDA, or signed contract, constitute the entire agreement between the Client and Partha with respect to the subject matter herein, and supersede all prior or contemporaneous agreements, representations, or understandings, whether written or oral.

39. Amendments

Partha may update these Terms from time to time to reflect changes in its Services, legal requirements, or business practices. Material changes will be indicated by an updated "Last Updated" date, and where appropriate, communicated to active Clients. Continued use of the Website or Services after changes take effect constitutes acceptance of the revised Terms.

40. Electronic Communication

The Client consents to receive communications from Partha electronically, including via email, WhatsApp, or other digital channels, and agrees that such communications satisfy any legal requirement that communication be in writing, to the extent permitted by applicable law.

41. Contact Information

For questions regarding these Terms, please contact:

Partha Digital Solutions
Registered Address: Jl. Curug Mekar, Gg. Wates No. 69. RT/RW 001/006 Kelurahan Curug Mekar, Kecamatan Bogor Barat, Jawa Barat, Indonesia.
Email: Parthadigitalsolutions@gmail.com
Phone: (+62) 822-2020-5100
Website: Parthadigital.com

By using this Website or engaging Partha Digital Solutions' Services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.