Legal

Terms of Service

The terms that govern your use of systembender.com and engagement with SystemBender Private Limited's services — staff augmentation, project delivery, software products, and digital builds.

Effective date: 1 May 2025 Last updated: 11 July 2026 Entity: SystemBender Private Limited (India) / SystemBender Singapore Pte. Ltd. (Singapore)

1. Acceptance of Terms

By accessing or using systembender.com (the "Site"), submitting an enquiry, entering into a Statement of Work, or engaging any service offered by SystemBender Private Limited or SystemBender Singapore Pte. Ltd. (collectively "SYSTEMBENDER", "we", "us", "our"), you agree to be bound by these Terms of Service ("Terms") and our Privacy Policy.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity. If you do not agree to these Terms, do not use the Site or engage our services.

2. Definitions

  • "Client" means the company or individual who engages SYSTEMBENDER for services under a Statement of Work or service agreement.
  • "Candidate" means an individual who registers with SYSTEMBENDER's talent network or applies for a role facilitated by us.
  • "Deliverable" means any work product, code, design, or documentation produced by SYSTEMBENDER under a project engagement.
  • "Engagement" means any staff augmentation placement, project delivery, or digital build governed by a Statement of Work or equivalent agreement.
  • "Platform" means any SYSTEMBENDER-operated software product, including OpsBridge.
  • "Statement of Work" (SOW) means the written document specifying scope, deliverables, timeline, and fees for a particular engagement.

3. Our Services

SYSTEMBENDER provides the following categories of service. Each engagement is governed by a separate Statement of Work which takes precedence over these general Terms in the event of a conflict.

Staff Augmentation

We source, screen, and place pre-vetted data, AI, and engineering professionals with client organisations on a temporary or contract basis. SYSTEMBENDER acts as the employer of record or intermediary as specified in the relevant SOW. The client is responsible for day-to-day management and direction of placed professionals within the scope of the assignment.

Project Delivery

We provide end-to-end delivery of data, AI, and engineering projects. Project scope, milestones, acceptance criteria, and fees are defined in the SOW. Change requests outside the agreed scope will be assessed and quoted separately.

Digital Builds for Startups

We design and build marketing sites, web applications, e-commerce platforms, and AI products for startup clients. All work is governed by an SOW. Indicative pricing displayed on the Site (including the project estimator) is illustrative only and does not constitute a binding quote or offer. A formal written proposal is provided after a discovery call.

Software Products

Access to SYSTEMBENDER-operated platforms (including OpsBridge) is governed by a separate platform-specific subscription or licence agreement. These Terms apply to the extent not superseded by that agreement.

Talent Network

Candidates may register with SYSTEMBENDER's talent network at no charge. Registration constitutes consent for SYSTEMBENDER to retain and use your professional profile to identify and propose relevant opportunities, subject to our Privacy Policy.

4. Client Obligations

Clients agree to:

  • Provide accurate, complete, and timely information and feedback required to deliver the agreed scope
  • Designate a named point of contact with authority to approve deliverables and sign off on milestones
  • Not re-engage or directly hire any SYSTEMBENDER-placed professional within 12 months of the end of their assignment without prior written consent and payment of a placement fee as specified in the SOW
  • Use any delivered software, code, or design only for lawful purposes and in accordance with applicable regulations
  • Not reverse-engineer, copy, or redistribute SYSTEMBENDER proprietary tools, frameworks, or platform code without written authorisation
  • Pay all invoices within the payment terms agreed in the SOW

5. Intellectual Property

Client-owned deliverables

Upon receipt of full payment for a project engagement, SYSTEMBENDER assigns to the client all intellectual property rights in the custom Deliverables created specifically for that client under the SOW, except as noted below.

SYSTEMBENDER-retained IP

SYSTEMBENDER retains all rights in:

  • Pre-existing tools, frameworks, libraries, and templates used in the delivery of work
  • Internal methodologies, processes, and know-how
  • Any components explicitly identified as reusable or proprietary in the SOW

Where SYSTEMBENDER-retained IP is incorporated into a client deliverable, SYSTEMBENDER grants the client a non-exclusive, perpetual, royalty-free licence to use that IP solely as part of the delivered work.

Site and brand

All content on systembender.com — including text, design, logos, and graphics — is the property of SystemBender Private Limited and may not be reproduced without written permission.

Open-source components

Deliverables may incorporate third-party open-source software. SYSTEMBENDER will identify any material open-source dependencies in the project handover documentation. Clients are responsible for complying with the licence terms of those components.

6. Payment Terms

Invoicing

Unless otherwise agreed in writing, invoices are issued on the schedule defined in the SOW (typically monthly for staff augmentation; milestone-based for project delivery). Payment is due within 30 days of invoice date unless the SOW specifies otherwise.

Late payment

Invoices not paid within the agreed terms may attract interest at 2% per month on the outstanding balance, calculated from the due date. SYSTEMBENDER reserves the right to pause work on active engagements where invoices remain unpaid beyond 45 days.

Currency and taxes

All fees are quoted and invoiced in the currency specified in the SOW (typically INR for India-based engagements, USD for international). Clients are responsible for all applicable taxes, duties, and withholding taxes in their jurisdiction, except where SYSTEMBENDER is legally required to collect and remit such taxes directly.

Refunds

Fees for work already completed and accepted are non-refundable. Where a project is terminated by the client before completion, the client is liable for all fees for work completed to that date plus any costs reasonably incurred and not yet invoiced.

7. Confidentiality

Each party agrees to keep the other party's confidential information (including business plans, technical specifications, pricing, client lists, and proprietary processes) strictly confidential and not to disclose it to any third party without prior written consent, except:

  • To employees or contractors who need to know it for the purpose of the engagement and are bound by equivalent obligations
  • As required by law, regulation, or court order — in which case the disclosing party will notify the other party promptly where permitted

This obligation survives termination of any engagement for a period of three years.

SYSTEMBENDER may reference the client's company name and general nature of engagement (e.g. "delivered a data platform for a Singapore fintech") in marketing materials or case studies unless the client requests otherwise in writing prior to project completion.

8. Warranties & Disclaimers

SYSTEMBENDER warrants that

  • It has the right to enter into these Terms and provide the agreed services
  • Professionals placed under staff augmentation engagements have the skills represented in their profile at the time of placement
  • Deliverables will materially conform to the specifications in the SOW at the time of delivery

Disclaimer

The Site, including any estimator tools, pricing guides, or indicative timelines, is provided "as is" without warranty of any kind. Illustrative pricing and estimates displayed on the Site are for guidance only and do not constitute a binding offer. Actual pricing and timelines are confirmed in a written SOW.

SYSTEMBENDER does not warrant that the Site will be uninterrupted, error-free, or free of viruses or other harmful components. Your use of the Site is at your own risk.

9. Limitation of Liability

To the maximum extent permitted by applicable law, SYSTEMBENDER's total liability to you for any claim arising out of or relating to these Terms or any engagement — whether in contract, tort, or otherwise — is limited to:

  • The total fees paid by you to SYSTEMBENDER under the relevant engagement in the three months preceding the event giving rise to the claim.

SYSTEMBENDER is not liable in any circumstances for:

  • Loss of revenue, profit, business, or anticipated savings
  • Loss of data or goodwill
  • Indirect, consequential, or special damages of any kind
  • Any delay or failure caused by circumstances beyond our reasonable control (force majeure), including internet outages, natural disasters, or government actions

Nothing in these Terms excludes liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be excluded by law.

10. Termination

Termination by either party

Either party may terminate an ongoing engagement by providing written notice as specified in the SOW (typically 30 days for staff augmentation; as defined per milestone structure for project delivery). During the notice period, both parties continue to fulfil their obligations under the SOW.

Termination for cause

Either party may terminate an engagement immediately on written notice if the other party materially breaches these Terms or the SOW and fails to remedy the breach within 14 days of receiving written notice specifying the breach.

Effect of termination

On termination: (a) all outstanding fees for work completed become immediately due and payable; (b) each party returns or securely destroys the other party's confidential information on request; (c) provisions that by their nature should survive termination (including IP ownership, confidentiality, payment obligations, and limitation of liability) will continue in effect.

11. Governing Law & Dispute Resolution

These Terms, and any dispute arising out of or in connection with them or any engagement, are governed by the laws of the country in which the SystemBender entity entering into the relevant engagement is incorporated, without reference to conflict of law principles. The courts of that country have exclusive jurisdiction, save as set out below.

The parties agree to first attempt to resolve any dispute through good-faith negotiation within 30 days of one party notifying the other in writing. If negotiation fails, the dispute will be resolved by the dispute-resolution mechanism set out in the applicable Statement of Work (including any arbitration, its seat, rules, and language). Where an engagement is governed by a Statement of Work, that Statement of Work takes precedence over this clause in the event of any conflict.

Nothing in this clause prevents either party from seeking urgent interim or injunctive relief from any competent court.

12. Changes to These Terms

SYSTEMBENDER may update these Terms from time to time. Where changes are material, we will update the "Last updated" date at the top of this page and, where applicable, notify active clients by email.

Your continued use of the Site or our services after changes are posted constitutes acceptance of the updated Terms. If you do not agree to the updated Terms, you must stop using the Site and notify us if you wish to terminate any active engagement.

The version of these Terms in effect at the time an SOW is signed governs that engagement unless both parties agree in writing to apply a later version.

13. Contact

For questions about these Terms, requests related to an active engagement, or any legal notices, contact us at:

SystemBender Private Limited
Plot No. 8, Door No. 28, Mahalaxmi Nagar, 2nd Main Road,
Adambakkam, Chennai – 600088, Tamil Nadu, India

SystemBender Singapore Pte. Ltd.
68 Circular Road, #02-01, Singapore 049422

Email: info@systembender.com

Phone: +91 80095 32839 · Mon–Sat, 9am–6pm IST

These Terms were last reviewed by SystemBender Private Limited on 30 May 2026 and reflect our current service offerings and legal requirements across India, Singapore, Malaysia, and the United Kingdom.