The rules for using our website and working with us, in plain English.
Last updated: 14 November 2026
The short version
Use the site and our free guides fairly. Don't misuse, copy or resell them.
Every project starts with a written proposal. That proposal sets the scope, price and timeline, and it wins if it differs from these terms.
Prices are in Indian rupees, GST is extra, and we bill in milestones.
Tools and platforms your project needs (like WhatsApp or AI model usage) are paid by you, at cost.
Once you've paid in full, you own what we built for you.
We keep your information confidential, and we never use it to train AI models.
1. About these terms
These terms are an agreement between you and Upaay Labs ("Upaay Labs", "we", "us"), based in Gurugram, Haryana, India. They apply when you use upaaylabs.com, read our guides, contact us, or hire us for a project.
By using the site you agree to these terms. If you don't agree, please don't use the site.
If you hire us, we will also agree a written proposal or statement of work (the "proposal") with you. The proposal describes the specific project. If the proposal and these terms say different things, the proposal wins.
If you accept these terms on behalf of a business, you confirm you are authorised to bind that business, and "you" means that business.
How we handle personal data is explained in our Privacy Policy.
2. Using our website
You may browse the site, read our content and contact us. You agree not to:
break the law or anyone else's rights while using the site;
send spam, false enquiries, or messages pretending to be someone else;
try to hack, overload, scrape at scale, or disrupt the site or our forms;
upload viruses or other harmful code; or
copy our design, text or code to build a site that passes itself off as ours.
We may block access or ignore submissions that break these rules.
3. Our content and free guides
The text, graphics, guides, code samples, logos and the Upaay Labs name on this site belong to us or the people who licensed them to us.
Our free guides are for your personal learning and for use inside your own business. You are welcome to share a link to them. Please don't sell them, republish them as your own, or remove our name from them without written permission.
The characters Billu Bhaiya and Chintu, and our Instagram content, are part of our brand and are covered by the same rules.
4. Information on the site
Content on the site is general information. It is not legal, financial, medical or other professional advice for your situation.
Product screens and chat examples on the site are illustrative. Names, times and numbers in them are made up to show how a system could work.
Timelines shown on the site are typical ranges, not promises. Your proposal gives the timeline for your project.
We try to keep everything accurate and up to date, but we don't guarantee the site will always be complete, correct or available.
5. Enquiries, quotes and proposals
Contacting us or booking a discovery call is free and doesn't commit you to anything.
After we understand your needs, we send a written proposal with the scope, deliverables, price, timeline and payment milestones.
A quote or proposal is valid for 30 days unless it says otherwise.
A project starts when you accept the proposal in writing (email is fine) and pay any first milestone it asks for.
Work outside the agreed scope is a change request. We will tell you the extra cost and time first, and only do it once you approve.
Timelines depend on you sending content, access, feedback and approvals on time. If these are delayed, the timeline moves too.
6. Fees and payment
Prices are in Indian rupees (INR) unless the proposal says otherwise. GST and other applicable taxes are added where required.
We invoice by milestone, as set out in the proposal. Invoices are due within 7 days unless the invoice says otherwise.
If a payment is late, we may pause work after telling you, until it is paid. Timelines move by the length of the pause.
Ongoing services, such as maintenance, support or hosting management, are billed in advance for each period and continue until either of us cancels with the notice set out in the proposal.
Payments for work already done are not refundable. If a project ends early, you pay for the work completed up to that point, and anything else is settled as the proposal describes.
Bank and payment transfer charges are paid by the person sending the money.
7. Third-party costs
Many projects need paid outside services. These are not included in our fees unless the proposal says so. You pay them directly, or we pass them on to you at cost. Examples:
WhatsApp Business Platform (Meta) conversation fees and business verification;
AI model usage (for example OpenAI, Anthropic or Google), billed by usage;
hosting, databases, domain names, email and SMS services;
software subscriptions, plugins, app store fees and paid APIs.
Where possible we set these accounts up in your name, so you stay in control of them. Their prices and rules are set by those providers and may change.
8. Your responsibilities
To deliver a good result, we need you to:
give us accurate information, content and timely feedback, and name one person who can make decisions;
give us the access we need (for example to your website, WhatsApp Business account, CRM or hosting);
make sure you have the right to use any content, data, logos or materials you give us;
get any consent the law requires from your customers and staff, for example before you send WhatsApp messages to customers or process their personal data;
follow the rules of the platforms you use, such as Meta's WhatsApp Business policies; and
review and test the work when we deliver it, and tell us about problems promptly.
9. Who owns what
What we build for you: once you have paid in full, you own the custom code, designs and content we create specifically for your project. Until then, we give you permission to use them for the project.
Your materials and data stay yours. You give us permission to use them only to do the work.
Our existing tools: we keep ownership of the tools, templates, code libraries, know-how and methods we had before your project, or that we build for general use. Where these are part of your deliverables, you get a permanent licence to use them as part of your system.
Open-source and third-party software in your project stays under its own licence.
Showing our work: we will only name you or show your project in our portfolio if you give permission.
10. AI systems
AI agents and assistants are powerful but not perfect. Please keep in mind:
AI can sometimes give wrong, incomplete or unexpected answers. We design systems with guardrails, testing and a hand-over to a human, but no AI system is error-free.
You decide how the system is used and you remain responsible for decisions made with it. For medical, legal, financial or other high-stakes matters, a qualified person should review what the AI says.
AI systems depend on outside model providers. Their quality, prices and rules can change, and we will advise you when that affects your project.
We do not use your data to train AI models, and we choose provider settings that keep your data out of their training where those settings exist.
11. Confidentiality
While working together, each of us may share confidential information, such as business plans, customer data, prices, source code or passwords. Both of us agree to:
use the other's confidential information only for the project;
share it only with people who need it for the project and who keep it confidential too; and
protect it at least as carefully as our own confidential information.
This does not apply to information that is already public, that the receiver already knew or developed independently, or that the law or a court requires to be disclosed.
These duties continue for 2 years after the project ends, and for as long as the information stays secret in the case of trade secrets, passwords and personal data. If you need a separate non-disclosure agreement (NDA) before sharing details, ask us and we will sign one.
12. Data protection
When we build or run a system that handles your customers' or staff's personal data, you are the data fiduciary under India's Digital Personal Data Protection Act, 2023, and we act as your data processor. We process that data only to deliver the service and on your instructions, keep it secure and confidential, and return or delete it at the end of the engagement. More detail is in our Privacy Policy and your proposal.
13. Our promise and its limits
We will do the work with reasonable skill and care, and deliver what the proposal describes.
If something we built doesn't work as agreed, tell us within the support period set in your proposal and we will fix it at no extra cost.
We cannot guarantee business results such as a number of sales, leads, bookings or search rankings, because these depend on many things outside our control.
We are not responsible for problems caused by changes made by you or others, by third-party services, or by using the work in ways that weren't agreed.
Apart from what these terms and your proposal say, the website and our services are provided "as is", as far as the law allows.
14. Limitation of liability
As far as the law allows:
Our total liability to you for any claim about a project is limited to the fees you paid us for that project in the 12 months before the claim.
We are not liable for indirect or consequential losses, such as lost profits, lost revenue, lost data, lost business opportunities or harm to reputation.
For the free website, guides and content, we are not liable for any loss from using them.
Nothing in these terms limits liability that cannot be limited by law, such as for fraud.
15. Indemnity
You agree to cover our reasonable losses and costs if someone makes a claim against us because of content, data or materials you gave us, because you broke the law or a platform's rules while using a system we built, or because you broke these terms.
16. Third-party services
Our site and the systems we build connect to outside services, such as WhatsApp, Calendly, Cloudflare, GitHub, payment gateways and AI model providers. Those services have their own terms, and we are not responsible for their availability, changes or actions. Links to other websites are for convenience; we don't control their content.
17. Pausing or ending work
Either of us can end a project by written notice if the other seriously breaks these terms or the proposal and doesn't fix it within 15 days of being told.
You can end a project early for any reason by telling us in writing. You then pay for work done up to that date and any costs we can't cancel.
When a project ends, we hand over the finished and paid-for work, and each of us returns or deletes the other's confidential information.
Sections that by their nature should continue (such as ownership, confidentiality, payment due, liability and governing law) continue after a project ends.
18. Events outside our control
Neither of us is responsible for delays or failures caused by events outside our reasonable control, such as natural disasters, power or internet outages, pandemics, government action or a major outage at a platform provider. The affected side will tell the other as soon as possible, and timelines will move accordingly.
19. Governing law and disputes
These terms and any project with us are governed by the laws of India.
If there's a problem, please talk to us first at hello@upaaylabs.com. Both sides will try in good faith to settle it within 30 days. If we can't, the courts in Gurugram, Haryana have exclusive jurisdiction.
20. General
Whole agreement: these terms, our Privacy Policy and your proposal together are the full agreement between us about the project.
Independent businesses: we work as an independent service provider, not as your employee, agent or partner.
Transfer: neither of us may transfer the agreement to someone else without the other's written consent, except as part of a merger or sale of the business.
If a part is invalid: if a court finds any part of these terms invalid, the rest still applies.
No waiver: if we don't enforce a right straight away, we can still enforce it later.
Notices: formal notices must be in writing. Email to the addresses we use with each other is fine.
21. Changes to these terms
We may update these terms from time to time and will change the "Last updated" date at the top of this page. Changes apply from that date. For an active project, the terms in force when you accepted the proposal continue to apply unless both of us agree otherwise.
