Terms of
Engagement.

Every engagement is defined by a written scope that names the deliverables, the entities covered, and the architectural depth being commissioned. XODEEP delivers Systemic Brand Architecture — strategic structure, nomenclature, governance and identity systems — and, where contracted, ongoing maintenance of that system under BRaaS.

• Work outside the signed scope is a change order, quoted and approved separately before execution.
• Scopes expire 180 days from signature. Outstanding work beyond that date requires renegotiation.
• Small mandates include two review rounds per phase. Enterprise mandates include on-site audit and rollout support as specified.

Standard project engagements follow a three-milestone structure. These terms are non-negotiable and apply across all new contracts.

• Lean startups and SMEs: 100% upfront, without exception.
• BRaaS subscriptions: billed monthly in advance, with 90 days' written notice for cancellation. Unused hours do not carry forward.
• Third-party assets — domains, hosting, licensed fonts, stock media — are the client's direct financial responsibility. XODEEP advises on selection but does not execute proxy purchases.

Architecture is sequential. Each phase is built on the one approved before it, so approvals are treated as structural commitments rather than opinions.

• A signed-off phase is locked. Reopening it incurs premium hourly change-order fees.
• Client-side delay in supplying required assets or approvals exceeding 15 consecutive calendar days triggers a 15% re-activation fee on total project value.
• Feedback must arrive consolidated into a single document within 5 business days. Conflicting departmental feedback will be returned for internal resolution before action.

XODEEP operates as an independent strategic advisor and B2B partner, not as a freelance subordinate.

• All directives flow through official email and designated project management tools. Instructions issued via messaging applications are contractually void and will not be actioned.
• XODEEP responds within 24 business hours.

Ownership transfers cleanly, but only once the engagement is settled — and the underlying method remains ours.

• Client-owned on full payment: the final delivered brand architecture, identity system, nomenclature and associated assets created specifically under the mandate.
• Retained by XODEEP: the SBA methodology itself, our proprietary frameworks, process templates, internal tooling, AI design stack configurations, and all preparatory or unselected concepts.
• Source files and Figma layers release strictly on cleared funds. No native asset transfers before payment clears into XODEEP accounts.
• XODEEP retains the right to present completed work in its portfolio and marketing, unless a written confidentiality restriction is agreed in the scope.
• Trademark clearance, registration and international filings remain the client's sole legal and financial responsibility. XODEEP provides strategic naming and structure, not legal clearance.

The client agrees to indemnify, defend and hold harmless XODEEP, its founder, partners, contractors and affiliated network entities from and against any and all claims, demands, actions, liabilities, losses, damages, costs and expenses — including reasonable legal fees — arising out of or connected with:

• Use of deliverables. Any deployment, modification, extension or commercial application of the Systemic Brand Architecture, advisory outputs or strategic execution provided by XODEEP, including any consequence of deploying names, marks or structures without independent legal clearance.
• Client-supplied material. Any content, imagery, data, trademark or asset furnished by the client that infringes third-party intellectual property, privacy or publicity rights.
• Legacy structures. Any customer loss, market confusion, regulatory exposure or reputational consequence arising from the client's pre-existing, outdated or unresolved corporate and brand structures.
• Unauthorised alteration. Any modification of delivered systems by the client, its employees or third-party agencies that departs from the governance rules supplied, and any consequence flowing from that departure.
• Regulatory and statutory obligations. Any failure by the client to obtain required registrations, approvals or compliance clearances in the jurisdictions where the architecture is deployed.

• XODEEP's total aggregate liability for any and all claims is strictly limited to the amount actually paid by the client under the active contract.
• XODEEP is not liable for indirect, incidental, consequential or commercial-loss damages, including lost profits, lost revenue or loss of anticipated business, however arising.
• Deliverables are provided as professional advisory and design outputs. No warranty is given as to specific commercial, financial or market outcomes.
• XODEEP operates under a Professional Indemnity (Errors & Omissions) framework covering the scope of its advisory services.

Good work requires a professional environment on both sides. This clause protects that.

• Aggressive behaviour, shouting or micro-management of XODEEP personnel triggers an immediate 14-day project suspension.
• Continued hostility results in contract termination and forfeiture of fees paid, with no obligation to deliver outstanding assets.
• No speculative work. XODEEP does not participate in unpaid pitches, free concept rounds or competitive spec submissions.
• Either party may terminate for material breach with 30 days' written notice and opportunity to cure. Fees for work completed to the date of termination remain payable in full.

• Both parties treat commercial, financial and strategic information disclosed during the engagement as confidential, surviving termination by three years.
• These terms are governed by the laws of India, with courts at Bengaluru, Karnataka holding exclusive jurisdiction.
• Where a signed master services agreement exists, its terms prevail over this framework to the extent of any conflict.
• 2% of billable hours and profits are directed to supporting traditional craft communities.