1. Definitions and Interpretation

• 1.1 In these Terms and Conditions, unless the context otherwise requires, the following expressions shall have the following meanings:

"Agreement" means any agreement between Evident BD Ltd and the Client for the provision of Services, incorporating these Terms and Conditions.

"Client" means any individual, firm, or corporate body who engages Evident BD Ltd's Services.

"Deliverables" means all documents, products, and materials developed by Evident BD Ltd in relation to the Services, including but not limited to software applications, data visualizations, analytics dashboards, source code, documentation, and reports.

"Intellectual Property Rights" means patents, utility models, rights to inventions, copyright and neighbouring and related rights, moral rights, trademarks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use and protect the confidentiality of confidential information, and all other intellectual property rights, whether registered or unregistered.

"Services" means any services provided by Evident BD Ltd, including but not limited to business intelligence solutions, visual analytics implementations, reporting systems, website development, mobile application development, custom web applications, desktop software development, ERP systems, employee management systems, and eCommerce solutions.

2. Scope and Application

• 2.1 These Terms and Conditions govern the use of www.evidentbd.com (the "Website") and all Services provided by Evident BD Ltd ("Evident BD", "we", "our", or "us"), a company registered in England and Wales (Company Registration No. 13017375) with its registered office at 620 London Road, Grays, RM20 3HX, United Kingdom.
• 2.2 These Terms and Conditions constitute a legally binding agreement between Evident BD and any user of the Website or Services. By accessing the Website or engaging our Services, you acknowledge and agree to be bound by these Terms and Conditions in their entirety.

3. Service Provision and Technical Requirements

3.1 Service Delivery

• 3.1.1 Evident BD shall provide the Services with reasonable skill and care, consistent with industry standards and practices.
• 3.1.2 We implement Services using current technology stacks and development methodologies. However, we reserve the right to modify technical approaches and implementations as technology evolves.

3.2 Technical Specifications

• 3.2.1 All software and applications developed by Evident BD shall conform to documented specifications agreed upon in writing between Evident BD and the Client.
• 3.2.2 Unless otherwise specified in writing:

• All web applications will be developed to be compatible with the latest versions of major browsers
• Mobile applications will be developed for the latest stable versions of iOS and Android
• Business intelligence solutions will be implemented using industry-standard visualization and analytics frameworks

4. Intellectual Property Rights and Software Licensing

4.1 Ownership and Rights

• 4.1.1 All Intellectual Property Rights in the Deliverables, excluding the Client's pre-existing materials, shall be owned by Evident BD. Upon full payment of agreed fees, Evident BD grants the Client a non-exclusive, non-transferable license to use the Deliverables for their intended purpose.
• 4.1.2 Source code ownership and licensing terms shall be explicitly defined in individual service agreements.

4.2 Third-Party Components

• 4.2.1 Where the Services incorporate third-party software or components, such components shall be subject to their respective license terms, which shall be provided to the Client.
• 4.2.2 Evident BD shall ensure proper licensing and attribution of all third-party components used in Deliverables.

5. Data Processing and Security

5.1 Data Protection

• 5.1.1 In providing the Services, Evident BD shall comply with all applicable data protection legislation, including but not limited to the UK GDPR and Data Protection Act 2018.
• 5.1.2 When processing personal data on behalf of the Client, Evident BD shall:
• Process such data only on documented instructions from the Client
• Implement appropriate technical and organizational measures to ensure security
• Assist the Client in fulfilling their obligations under applicable data protection laws

5.2 Security Standards

• 5.2.1 Evident BD implements industry-standard security measures for all Services, including:
• Secure development practices and code review processes
• Regular security assessments and penetration testing
• Encryption of data in transit and at rest
• Access control and authentication mechanisms

6. Service Level Agreements and Support

6.1 Service Levels

• 6.1.1 Specific service levels, including availability, response times, and performance metrics, shall be defined in individual service agreements.

6.2 Support Services

• 6.2.1 Technical support services, including maintenance, updates, and issue resolution, shall be provided according to the terms specified in individual service agreements.

7. Liability and Indemnification

7.1 Limitation of Liability

• 7.1.1 Subject to clause 7.1.2, Evident BD's total aggregate liability under or in connection with any Agreement, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to the total amount paid by the Client for the Services under that Agreement.
• 7.1.2 Nothing in these Terms and Conditions shall limit or exclude Evident BD's liability for:
• Death or personal injury caused by negligence
• Fraud or fraudulent misrepresentation
• Any other liability which cannot be limited or excluded by applicable law

7.2 Technical Limitations

7.2.1 Evident BD shall not be liable for any issues arising from:

• Client's modification of Deliverables without authorization
• Integration with third-party systems not specified in the original requirements
• Use of Deliverables in a manner not consistent with their documented specifications

8. Termination and Transition

8.1 Either party may terminate an Agreement with immediate effect by giving written notice if the other party commits a material breach of any term of the Agreement.

8.2 Upon termination, Evident BD shall:

• Cease provision of all Services
• Deliver to the Client all completed or partially completed Deliverables
• Return or securely destroy all Client data as instructed
• Provide reasonable transition assistance if requested

9. Governing Law and Jurisdiction

• 9.1 These Terms and Conditions and any Agreement shall be governed by and construed in accordance with the laws of England and Wales.
• 9.2 The courts of England and Wales shall have exclusive jurisdiction to settle any dispute arising out of or in connection with these Terms and Conditions or any Agreement.

10. Contact Information

For inquiries regarding these Terms and Conditions:

Evident BD Ltd
620 London Road
Grays, RM20 3HX
United Kingdom

Last Updated: 10th February 2025