LICENSE AGREEMENT

1. INTRODUCTION

This License Agreement (“Agreement”) governs the use of intellectual property, designs, documents, and materials created by or belonging to VAP Design & Build (“VAP,” “we,” “our,” or “us”). By engaging our services or accessing our website, you (“Client,” “you,” or “User”) acknowledge and agree to the terms outlined herein.

VAP Design & Build, led by Ar. Nandita Awasthy and Ar. Nishant Choukiker, maintains strict intellectual property rights over all creative and technical work produced.

2. SCOPE OF LICENSE

2.1 Website Content License

Grant of Limited License: You are granted a limited, non-exclusive, non-transferable, revocable license to:

  • View and browse website content for personal, informational purposes
  • Download publicly available resources (brochures, guides) for personal reference
  • Share website links through social media or email

Restrictions: You may NOT:

  • Reproduce, duplicate, or copy website content for commercial purposes
  • Modify, adapt, or create derivative works from our content
  • Use our content to train AI/ML models or competitive analysis tools
  • Remove copyright notices, watermarks, or proprietary markings
  • Frame or mirror any portion of the website
  • Use automated systems (bots, scrapers) to access or download content

2.2 Design & Architectural Works License

A. Pre-Contract Phase

Proposal & Concept Designs:

  • All preliminary designs, sketches, and presentations remain VAP’s exclusive property
  • Clients receive viewing rights only for evaluation purposes
  • Unauthorized use, reproduction, or sharing is strictly prohibited
  • If project does not proceed, all materials must be returned or destroyed

B. During Project Execution

Working Drawings & Documents:

  • VAP retains copyright ownership of all architectural drawings, plans, specifications, and technical documents
  • Client receives limited license for construction purposes only for the specific project
  • Documents cannot be reused for other projects or locations without written consent
  • Modifications to designs require VAP’s approval

C. Post-Project Completion

Upon Full Payment: Client receives a perpetual, non-exclusive, non-transferable license to:

  • Use completed designs for the constructed project
  • Make necessary maintenance or repair modifications
  • Obtain permits and approvals for the specific project

Client may NOT:

  • Replicate designs for additional locations without new licensing agreement
  • Sell, transfer, or license designs to third parties
  • Claim authorship or ownership of architectural works
  • Modify designs for substantial alterations without VAP consultation

D. Incomplete or Terminated Projects

If a project is terminated or payment is incomplete:

  • All intellectual property rights revert fully to VAP
  • Client must cease all use of designs and return all documents
  • No license rights are granted

2.3 Photography & Visual Content License

Project Photography:

  • VAP retains rights to photograph completed projects
  • Images may be used for marketing, portfolio, awards, and promotional materials
  • Client receives copies for their own marketing use (with attribution to VAP)
  • Clients should notify VAP if confidentiality restrictions apply

Client-Provided Images:

  • Clients grant VAP license to use project-related images submitted during collaboration
  • Use limited to project execution and marketing purposes
  • Sensitive or confidential images will be protected upon client request

Stock Images & Third-Party Content:

  • Licensed appropriately for website and marketing use
  • Clients are responsible for securing rights to any materials they provide

3. INTELLECTUAL PROPERTY OWNERSHIP

3.1 VAP’s Proprietary Rights

VAP exclusively owns:

  • Methodologies, processes, and project governance frameworks
  • Design templates, standard details, and technical libraries
  • Brand identity (logos, color schemes, marketing materials)
  • Software tools, calculators, and proprietary applications
  • Training materials and internal documentation

3.2 Third-Party Intellectual Property

Vendor & Partner Materials:

  • Materials provided by vendors/partners remain their property
  • Used only as permitted under their respective licenses
  • Client responsible for securing necessary third-party licenses

Open Source & Public Domain:

  • Clearly identified when used
  • Subject to respective license terms

4. CLIENT INTELLECTUAL PROPERTY

4.1 Client-Provided Materials

License Grant from Client: By providing materials (brand guidelines, logos, content), Client grants VAP:

  • Non-exclusive license to use materials for project purposes
  • Right to incorporate into designs and deliverables
  • Permission to showcase in portfolio (unless confidentiality agreement exists)

4.2 Confidential Information

  • VAP respects client confidentiality
  • Proprietary business information protected under separate NDA if required
  • Client may request specific projects be excluded from public portfolio

5. PORTFOLIO & MARKETING RIGHTS

5.1 VAP’s Marketing Use

VAP reserves the right to:

  • Photograph and document completed projects
  • Feature projects in portfolio, website, and marketing materials
  • Submit projects for industry awards and publications
  • Create case studies highlighting project outcomes
  • Display work at exhibitions or industry events

5.2 Attribution Requirements

When showcasing VAP’s work:

  • Proper credit: “Designed by VAP Design & Build” or “Ar. Nandita Awasthy & Ar. Nishant Choukiker, VAP Design & Build”
  • Maintain integrity of work (no misrepresentation)
  • Link to VAP website when digital format permits

5.3 Client Restrictions

Clients may request:

  • Delayed publication (e.g., until business launch)
  • Specific angles or areas to be excluded from photography
  • Confidential treatment of sensitive projects
  • Approval before publication (for high-profile projects)

Requests should be made in writing before project commencement.

6. USAGE RESTRICTIONS

6.1 Prohibited Uses

You may NOT:

  • Reverse Engineer: Attempt to derive methodologies, processes, or technical approaches
  • Competitive Use: Use designs or information to compete with VAP or develop competing services
  • Mass Distribution: Distribute designs, documents, or materials publicly without authorization
  • Derivative Works: Create variations or adaptations for commercial purposes
  • Unauthorized Replication: Build multiple locations from single-project license

6.2 Adaptation & Modifications

Design Modifications:

  • Minor: Permitted for site-specific adjustments during construction
  • Substantial: Require VAP review and approval
  • Unauthorized modifications void warranties and may impact structural integrity

Brand Adaptation: If VAP has adapted a brand’s global standards:

  • License is specific to the agreed location(s)
  • Additional locations require separate licensing
  • Brand owner’s global IP rights remain intact

7. PROFESSIONAL RESPONSIBILITIES

7.1 Architect Act Compliance

As registered architects under the Architect Act, 1972:

  • All architectural works bear professional responsibility
  • Designs must not be executed without proper authorization
  • Structural integrity and safety cannot be compromised by unauthorized changes

7.2 Building Code Compliance

  • Designs comply with applicable codes at time of creation
  • Code changes post-design may require updates
  • Client responsible for securing all necessary permits

8. LICENSE FEES & ROYALTIES

8.1 Included in Project Fees

Standard project fees include:

  • License for single-location use
  • Portfolio and marketing rights for VAP
  • Reasonable maintenance modifications

8.2 Additional Licensing

Additional fees apply for:

  • Multiple Locations: Replication of designs across multiple sites
  • Transfer of IP: Full ownership transfer of designs (rare, by negotiation)
  • Extended Commercial Rights: Client’s commercial exploitation of designs beyond constructed project
  • Design Modifications: Substantial alterations requiring professional re-design

Pricing for additional licensing available upon request.

9. TERMINATION OF LICENSE

9.1 Termination Events

License may be terminated if:

  • Client breaches license terms
  • Payment obligations are not met
  • Unauthorized use or distribution occurs
  • Project is abandoned or substantially changed

9.2 Effect of Termination

Upon termination:

  • All usage rights cease immediately
  • Client must return or destroy all documents and materials
  • VAP may demand cessation of construction if underway
  • Damages may be pursued for unauthorized continued use

9.3 Survival

Certain provisions survive termination:

  • Intellectual property ownership
  • Confidentiality obligations
  • Limitation of liability
  • Dispute resolution procedures

10. WARRANTIES & DISCLAIMERS

10.1 VAP’s Warranties

We warrant that:

  • Designs are original works or properly licensed
  • We have authority to grant licenses herein
  • Work complies with professional standards and applicable codes

10.2 Disclaimers

Website Content:

  • Provided “as is” without warranties of any kind
  • Information is current at time of publication
  • No guarantee of uninterrupted access or error-free operation

Design Fitness:

  • Designs are suitable for stated project purposes
  • Client responsible for communicating all requirements
  • We are not liable for changes in regulations post-delivery

11. INDEMNIFICATION

11.1 Client Indemnification

Client agrees to indemnify VAP against claims arising from:

  • Unauthorized use or modification of designs
  • Client-provided materials infringing third-party rights
  • Client’s failure to obtain necessary permits or approvals
  • Deviation from approved designs during construction

11.2 VAP Indemnification

VAP will indemnify Client against claims that our original work infringes third-party intellectual property rights, subject to:

  • Prompt notification of claims
  • Cooperation in defense
  • VAP’s sole control of legal proceedings

12. DMCA & COPYRIGHT INFRINGEMENT

12.1 Reporting Infringement

If you believe content on our website infringes your copyright:

Submit notice to:
Email: info@vapdesignandbuild.com
Subject: “DMCA Takedown Notice”

Include:

  • Identification of copyrighted work
  • Location of infringing material (URL)
  • Your contact information
  • Statement of good faith belief
  • Statement under penalty of perjury
  • Physical or electronic signature

12.2 Counter-Notification

If content was removed in error, submit counter-notification with:

  • Identification of removed content
  • Statement of good faith belief
  • Consent to jurisdiction
  • Physical or electronic signature

13. INTERNATIONAL CONSIDERATIONS

13.1 Geographic Scope

This license primarily governs work within India. For international projects:

  • Additional terms may apply
  • Compliance with local IP laws required
  • Licensing fees may vary

13.2 Export Controls

Certain technical documents may be subject to export controls. Client responsible for compliance with applicable laws.

14. AMENDMENTS & UPDATES

14.1 License Updates

We reserve the right to modify this License Agreement:

  • Changes effective upon posting to website
  • Continued use constitutes acceptance
  • Material changes communicated to active clients
  • Existing projects governed by agreement at project commencement

14.2 Project-Specific Addendums

Individual project contracts may include specific license terms that:

  • Supplement this Agreement
  • Provide additional rights or restrictions
  • Supersede conflicting provisions for that project only

15. DISPUTE RESOLUTION

15.1 Good Faith Negotiation

Disputes will first be addressed through direct negotiation between parties.

15.2 Mediation

If unresolved within 30 days, disputes may be submitted to mediation under [Mediation Service] rules.

15.3 Arbitration

Binding arbitration under Indian Arbitration and Conciliation Act, 1996:

  • Seat of arbitration: Bengaluru, India
  • Language: English
  • Single arbitrator mutually agreed or appointed by [Institution]

15.4 Governing Law

This Agreement is governed by:

  • Laws of India
  • Architect Act, 1972
  • Copyright Act, 1957
  • Information Technology Act, 2000

Exclusive jurisdiction: Courts of Bengaluru, Karnataka, India

16. GENERAL PROVISIONS

16.1 Entire Agreement

This License, together with executed project agreements, constitutes the entire understanding regarding intellectual property rights.

16.2 Severability

Invalid provisions will be modified to the minimum extent necessary to make enforceable, with remaining provisions unaffected.

16.3 Waiver

Failure to enforce any right does not constitute waiver of that right.

16.4 Assignment

Client may not assign license rights without VAP’s written consent. VAP may assign this Agreement in connection with business sale or transfer.

16.5 Force Majeure

Neither party liable for failures due to circumstances beyond reasonable control.

17. CONTACT & LICENSING INQUIRIES

For licensing questions, permissions, or portfolio use restrictions:

VAP Design & Build
Ar. Nandita Awasthy & Ar. Nishant Choukiker

General Inquiries:
Email: info@vapdesignandbuild.com
Phone: +91 63638 88920

Licensing Department:
Email: info@vapdesignandbuild.com

DMCA Agent:
Email: info@vapdesignandbuild.com

Registered Office:
[Insert Complete Address]

Professional Registration:
Council of Architecture Registration Numbers:

  • Ar. Nandita Awasthy: [Insert Number]
  • Ar. Nishant Choukiker: [Insert Number]

ACKNOWLEDGMENT

By using our website or engaging our services, you acknowledge that you have read, understood, and agree to be bound by this License Agreement.

For Project-Specific Licenses: Individual agreements will include specific license grants tailored to your project scope.

ADDITIONAL RESOURCES

This License Agreement is effective as of [Date] and supersedes all prior agreements regarding intellectual property usage.