Part I: Comprehensive Website Terms and Conditions

Comprehensive Website Terms and Conditions

Effective Date: August 20, 2026

This Comprehensive Website Terms and Conditions Agreement (the "Agreement") constitutes a legally binding contract between you (the "User", "Client", "Professional", or "Entity") and Huelip (the "Company", "Platform", "we", "us", or "our"). This Agreement governs your access to and use of the Huelip website, mobile applications, API integrations, and all associated technology infrastructure, escrow services, and material supply networks provided by Huelip.

By registering an account, completing the Know Your Customer (KYC) process, or utilizing any of the services provided on the Platform, you acknowledge that you have read, completely understood, and unequivocally agreed to be bound by all the terms, clauses, covenants, and conditions stipulated herein. If you do not agree to these terms in their entirety, you are expressly prohibited from using the Platform and must immediately discontinue access.

1

Definitions and Interpretation

For the purposes of this Agreement, the following terms shall have the meanings ascribed to them below:

  • "Platform" refers to the digital technology infrastructure, software-as-a-service (SaaS) tools, escrow payment gateways, and all proprietary code operated by Huelip.
  • "Escrow Services" denotes the secure, milestone-based holding and routing of project funds, facilitated through Excro to ensure financial security for all contracting parties.
  • "Milestone" refers to a specific, mutually agreed-upon phase of project execution which, upon verification of completion, triggers the release of proportionate funds from the escrow account.
  • "Snagging Window" refers to the mandatory 15-day retention period during which final project defects, finishing issues, or necessary adjustments are identified and rectified prior to the final release of retention funds.
  • "KYC/AML" refers to Know Your Customer and Anti-Money Laundering verification protocols implemented via authorized third parties to ensure statutory financial compliance.
2

Nature of Platform Operations and Core Services

Huelip functions strictly and exclusively as a neutral technology infrastructure provider, project management software facilitator, and fintech-backed escrow mediator for the architecture, interior design, and home renovation sectors. Huelip provides the digital ecosystem through which clients and professionals interact, manage deliverables, and secure financial transactions.

Explicit Disclaimer of Execution Liability: Huelip is not a general contractor, a structural engineer, an architectural firm, or a physical execution agency. Huelip is not a party to the underlying contracts for physical services executed between project stakeholders on the platform. Consequently, Huelip bears absolute zero liability, statutory or otherwise, for on-site project delays, physical quality of execution, structural defects, property damage, or interpersonal disputes arising from the physical execution of work. Our mandate is strictly limited to technology provision, communication logging, and secure financial escrow routing.

3

Direct Material Supply Protocol

In addition to our fintech and escrow services, Huelip provides a direct material supply framework for construction and interior finishing materials. Huelip solely supplies materials directly to platform users at the best available rates. Our material supply chain operates completely independently to provide these materials. We guarantee a streamlined, direct procurement process to ensure maximum cost efficiency and logistical reliability for all platform-managed projects.

4

Account Registration, KYC Verification, and Security

To access the proprietary features of the Platform, including the project management dashboard and the master escrow setup, Users must create an authenticated account.

4.1 Mandatory KYC Compliance

In strict adherence to the regulatory guidelines promulgated by the Reserve Bank of India (RBI) and other statutory financial authorities, Huelip mandates rigorous KYC and AML verifications. Users are required to submit valid, government-issued identification, organizational registration documents, and verifiable banking details via our integrated verification partners. Failure to provide accurate KYC data, or the submission of falsified documents, will result in immediate, irrevocable account termination and potential reporting to financial regulatory authorities.

4.2 Account Security

Users are solely, independently, and exclusively responsible for maintaining the absolute confidentiality of their account credentials, passwords, session tokens, and two-factor authentication (2FA) mechanisms. Huelip shall not be held liable, under any legal theory, for financial losses, data breaches, or unauthorized disclosures resulting from a User's failure to secure their local hardware or account credentials.

5

Comprehensive Escrow Mechanics and Financial Routing

The fundamental premise of the Huelip Platform is the mitigation of financial risk through our integrated master escrow architecture.

5.1 Rolling Milestone-Based Funding Formula

All project funds must be deposited into the neutral escrow facility prior to the commencement of the respective project phase. Funds are strictly compartmentalized and held securely. The release of funds is strictly governed by a rolling milestone-based funding formula. Payouts are triggered and disbursed directly to the executing professional's verified bank account exclusively upon the digital verification and mutual approval of predefined project milestones.

5.2 The 15-Day Snagging Retention Window

To ensure quality assurance and final project satisfaction, Huelip enforces a mandatory 15-day snagging retention release window. A predefined percentage of the total project value is held in the escrow facility upon the declaration of practical completion. This 15-day window allows the client to inspect the site, identify any functional or aesthetic defects ("snags"), and require rectification. The retention funds are automatically released upon the expiration of this window, provided no formal dispute has been logged via the Platform's mediation desk.

5.3 Prohibition of Circumvention

Users expressly agree that all financial transactions pertaining to projects initiated, negotiated, or managed through the Huelip Platform shall be routed exclusively through the Platform's escrow system. Any attempt to circumvent the Platform by requesting or executing direct off-platform payments constitutes a material, non-curable breach of this Agreement, resulting in immediate account banishment and forfeiture of all platform protections.

6

Dispute Resolution and Neutral Mediation Desk

Huelip recognizes that disagreements may arise regarding the interpretation of milestones, quality of deliverables, or timeline adherence. To mitigate costly legal battles, Huelip mandates a structured, multi-tiered dispute resolution protocol.

6.1 Internal Mediation Protocol

In the event of a dispute, either party may freeze the corresponding escrow milestone by logging a formal grievance with the Huelip Neutral Mediation Desk. The Mediation Desk acts as an impartial adjudicator, reviewing platform communication logs, uploaded photographic evidence, and the originally agreed Scope of Work. Both parties mutually agree to participate in this internal mediation in good faith for a minimum period of 30 days before seeking external remedies.

6.2 Governing Law and Jurisdiction

Should the internal mediation fail to yield a mutually agreeable resolution, this Agreement, and any disputes arising out of or in connection with it, shall be governed by and construed in accordance with the laws of the Republic of India. The courts located in New Delhi, Delhi, shall have exclusive jurisdiction to hear and determine any civil suit, action, or proceeding arising out of or in connection with this Agreement.

7

Project Termination Protocols

Huelip provides structured pathways for the cessation of project contracts to protect both parties' financial and intellectual interests.

7.1 Amicable Mid-Project Termination

Projects may be terminated prior to completion via the Amicable Mid-Project Termination Protocol. If both parties agree to dissolve the contract, the Platform will calculate a pro-rata settlement based on the milestones fully or partially completed up to the date of termination. Escrow funds will be disbursed according to this pro-rata calculation, and any remaining balance will be refunded to the client. This ensures an equitable exit for both stakeholders.

7.2 Termination for Material Breach

Either party may unilaterally terminate the project contract for a material breach by the other party (e.g., prolonged abandonment of the site, gross negligence, or fraudulent behavior). Such termination must be routed through the Mediation Desk, which will determine the appropriate distribution of held escrow funds based on evidentiary review and pre-defined penalty matrices.

8

Intellectual Property Rights (IPR)

8.1 Platform Intellectual Property

The Huelip Platform, encompassing its underlying source code, algorithms, user interface designs, logos, trademarks, text, graphics, and escrow routing logic, is the exclusive, undisputed property of Huelip and is protected by national and international copyright, patent, and trademark laws. No User is granted any license, implied or explicit, to reverse-engineer, duplicate, or commercially exploit the Platform's proprietary infrastructure.

8.2 User-Generated Content and Project Files

Users retain full ownership and copyright of any original architectural designs, CAD drawings, blueprints, 3D renders, or intellectual property they upload to the Platform. However, by uploading such content, the User grants Huelip a limited, non-exclusive, worldwide, royalty-free license to host, store, display, encrypt, and transmit these files solely for the operational purpose of facilitating the project management and execution between the relevant contracting parties.

9

Limitations of Liability and Penalty Matrices

To the maximum extent permitted by applicable law, Huelip's cumulative liability to any User for any claims, damages, or losses arising out of or relating to the use of the Platform—whether in contract, tort, strict liability, or otherwise—shall be strictly capped. Huelip shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including loss of profits, loss of data, or business interruption.

Platform-facilitated projects are governed by specific Delay and Penalty Matrices integrated into the Master Service Agreement, which penalize executing professionals for unjustified delays and penalize clients for unjustified withholding of milestone approvals. These matrices operate independently of Huelip's corporate liability.