Terms of Service

1. Acceptance of terms

These Terms of Service ("Terms") govern your access to and use of the website, services, and platform offered by withRemote Solutions Pvt Ltd (CIN: U78100GJ2025PTC160520 (RoC-Ahmedabad), GSTIN: 24AAECW0706E1ZT, PAN: AAECW0706E), a private limited company incorporated under the Companies Act, 2013, having its registered office at A-9 Gajanan Park, Nr Sai Chowkdi, Manjalpur, Vadodara, Gujarat 390011, India ("withRemote", "we", "us").

By accessing the site, signing an engagement letter, or using our services you agree to these Terms. If you are entering these Terms on behalf of a company, you represent that you have authority to bind that entity.

Specific commercial terms (fees, scope, replacement policy) for an engagement are set out in a separately executed Statement of Work, Engagement Letter, or Master Services Agreement ("MSA").

2. Services

withRemote offers, among other services:

• Direct Hire — candidate sourcing and shortlisting; the client makes the offer and employs the candidate directly.
• Managed Remote (EOR) — withRemote employs the engineer through its in-country entity and seconds them to the client; payroll, statutory filings, hardware, and HR are managed by us.
• Product Builds — fixed-scope or retainer-based engagements to deliver web, AI, eCommerce, or custom-app products.
• Talent OS — software access (where licensed) for hiring workflows, candidate management, and outreach.

3. Fees, invoicing, and taxes

Fees are stated in the applicable Engagement Letter or MSA. Unless otherwise stated:

• Direct Hire fees are due on the candidate's start date.
• Managed Remote fees are billed monthly, in advance, in USD (foreign clients) or INR (Indian clients).
• Build engagements are billed per the milestone or retainer schedule in the SOW.
• Late invoices may accrue interest at 1.5% per month or the maximum permitted by law, whichever is lower.
• GST at applicable rates (currently 18% for IT/Consulting services under SAC 998314) is charged on invoices to Indian clients. Foreign clients are invoiced without GST under LUT/Bond for export of services.
• TDS at applicable rates may be deducted by clients; we will provide Form 16A or equivalent acknowledgement.
• PAN (AAECW0706E) and GSTIN (24AAECW0706E1ZT) are provided for compliance and invoice reconciliation.

4. Replacement policy

Direct Hire — if a placed candidate exits within 90 days of start, we will replace the role at no additional placement fee, subject to the Engagement Letter terms.

Managed Remote — engineers may be replaced at any time on reasonable notice. There is no minimum commitment unless specifically agreed.

5. Intellectual property

Build deliverables — on full payment of the relevant invoice(s), withRemote assigns to the client all right, title, and interest in the work product specifically created for that engagement, governed by Section 17 of the Copyright Act, 1957 (India) and equivalent foreign law where applicable, except for: (a) pre-existing tools, frameworks, and components owned by withRemote or its licensors; and (b) generic know-how. Client grants withRemote a non-exclusive licence to refer to the engagement in case studies and marketing in anonymised form, unless otherwise agreed.

Talent OS and platform — all rights in the platform, software, models, and trademarks remain with withRemote.

6. Confidentiality

Each party will keep confidential any non-public information received from the other and use it only to perform the engagement. Confidentiality obligations survive termination for 3 years (or longer if required by law for personal or trade-secret information).

7. Warranties and disclaimers

We warrant that we will perform services with reasonable care and skill consistent with industry standards. EXCEPT AS EXPRESSLY STATED, SERVICES ARE PROVIDED "AS-IS" AND WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, TO THE FULLEST EXTENT PERMITTED BY THE INDIAN CONTRACT ACT, 1872 AND OTHER APPLICABLE LAW. WE DO NOT WARRANT THAT SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED.

8. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOSS OF PROFITS, REVENUES, DATA, OR GOODWILL. EACH PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO AN ENGAGEMENT WILL NOT EXCEED THE FEES PAID OR PAYABLE BY THE CLIENT TO WITHREMOTE UNDER THAT ENGAGEMENT IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

9. Indemnification

Each party will indemnify the other from third-party claims arising from its breach of these Terms, its negligence or wilful misconduct, or its violation of applicable law, subject to prompt notice and reasonable cooperation in defence.

10. Term and termination

Engagements continue until completed or terminated as set out in the relevant SOW or MSA. Either party may terminate for material breach if the other fails to cure within 30 days of written notice. On termination: (a) client pays for services performed through the effective date; (b) confidential information is returned or destroyed; (c) surviving clauses (IP, confidentiality, liability, governing law) remain in force.

11. Governing law and dispute resolution

These Terms shall be governed by and construed in accordance with the laws of India, without regard to conflict-of-laws principles.

Any dispute, controversy, or claim arising out of or relating to these Terms shall first be addressed through good-faith negotiation between the parties. If unresolved within 30 days, the dispute shall be referred to and finally resolved by arbitration in accordance with the Arbitration and Conciliation Act, 1996, as amended.

The seat and venue of arbitration shall be Vadodara, Gujarat, India. The arbitration shall be conducted by a sole arbitrator appointed by mutual consent of the parties (or, failing agreement, by the appointing authority under the Act). The language of arbitration shall be English. The arbitral award shall be final and binding on both parties.

Subject to the arbitration clause, the courts at Vadodara, Gujarat shall have exclusive jurisdiction over any matters not subject to arbitration.

12. Statutory compliance

We comply with applicable Indian laws including but not limited to:

• Companies Act, 2013
• Income-tax Act, 1961
• Central Goods and Services Tax Act, 2017
• Information Technology Act, 2000
• Digital Personal Data Protection Act, 2023
• Foreign Exchange Management Act, 1999 (for cross-border invoicing and export of services)
• Employees' Provident Funds and Miscellaneous Provisions Act, 1952
• Employees' State Insurance Act, 1948
• Payment of Gratuity Act, 1972
• Shops and Establishments Act (as applicable in Gujarat)

13. Changes to terms

We may revise these Terms periodically. Material changes will be posted on this page; continued use of the services after the effective date constitutes acceptance.

14. Contact

Questions about these Terms? Contact:

• Email: [email protected]
• Phone: +1 (480) 418-6390
• Postal: withRemote Solutions Pvt Ltd, A-9 Gajanan Park, Nr Sai Chowkdi, Manjalpur, Vadodara, Gujarat 390011, India
• CIN: U78100GJ2025PTC160520 (RoC-Ahmedabad) · GSTIN: 24AAECW0706E1ZT · PAN: AAECW0706E