Enterprise Terms of Service & Software Agreement

1. Master Agreement & Acceptance

These Enterprise Terms of Service & Master Software Agreement ("Terms", "Agreement") constitute a legally binding contract between New Age Technology ("NAT", "Company", "we", "us"), founded by Yash Kumar Jha, and the client organization or entity ("Client", "you") accessing our services, software, consulting engagements, or digital platforms. By executing a Statement of Work (SOW), accessing our platforms, or issuing a purchase order, you unconditionally accept and agree to be bound by these Terms.

2. Scope of Services & Technical Engagements

New Age Technology provides elite enterprise IT consulting, software engineering, and cloud architecture services, including but not limited to:

• Custom full-stack web and mobile application engineering.
• High-throughput distributed systems architecture and microservices refactoring.
• PostgreSQL optimization, JSONB hybrid schema modeling, and database performance tuning.
• Multi-cloud DevOps, Kubernetes cluster orchestration, and Infrastructure as Code (Terraform) automation.
• Technical audits, code reviews, and enterprise UI/UX design systems.

3. Statements of Work (SOW) & Change Management

All discrete project deliverables, timelines, milestones, acceptance criteria, and fee schedules shall be detailed in mutually agreed Statements of Work (SOW). Any modification to project scope, architecture specifications, or deliverable timelines must follow our formal written Change Order process, with adjustments to timelines and billing reflected accordingly.

4. Service Level Agreements (SLAs) & Availability

For clients enrolled in dedicated managed infrastructure or SLA-backed retainers:

• Uptime Commitment: We commit to a 99.9% system availability SLA for managed cloud environments, excluding scheduled maintenance windows announced at least 48 hours in advance.
• Critical Incident Response (P1): For production outages or severe security breaches, our senior response engineering team initiates diagnostic response within 15 minutes with 24/7/365 escalation protocols.
• Target Resolution Windows: P1 Critical issues target resolution or mitigation within 4 hours; P2 High-priority defects target resolution within 12 hours.

5. Intellectual Property Rights & Code Ownership

We believe in absolute transparency and client enablement:

• Custom Deliverables: Upon full and final settlement of all invoiced milestone fees, all bespoke source code, database schemas, custom APIs, and proprietary documentation authored specifically for Client under an SOW shall vest entirely with the Client as work-made-for-hire.
• Pre-Existing Frameworks & NAT Core Tools: NAT retains ownership of its proprietary pre-existing developer scaffolding, generic libraries, deployment scripts, and architectural templates. NAT grants Client a perpetual, irrevocable, worldwide, royalty-free license to utilize, modify, and distribute such pre-existing tools as embedded components of the deliverable.
• Open Source Components: Open-source packages incorporated into deliverables remain subject to their respective licenses (e.g., MIT, Apache 2.0, BSD-3-Clause).

6. Mutual Confidentiality & Non-Disclosure

Each party agrees that all technical data, system architectures, trade secrets, business strategies, pricing structures, and customer records disclosed during the engagement constitute "Confidential Information." Both parties agree to protect such Confidential Information with the same degree of care used for their own proprietary data (and never less than reasonable care) and to use it solely for fulfilling the purposes of this Agreement for a period of five (5) years following termination.

7. Fees, Invoicing & Payment Terms

Client agrees to pay all fees outlined in the applicable SOW. Standard enterprise payment terms are Net-30 days from invoice dispatch, unless otherwise stipulated in writing. Late payments are subject to a finance charge of 1.5% per month or the maximum rate permissible by law, whichever is lower. Taxes, VAT, GST, or withholding levies applicable to cross-border transactions are the responsibility of the Client.

8. Warranties & Engineering Standards

New Age Technology warrants that all engineering services will be executed in a professional, workmanlike manner consistent with top-tier enterprise industry standards. We provide a thirty (30) day bug-warranty period post milestone acceptance during which reproducible functional bugs deviating from agreed SOW specifications will be resolved at no additional charge.

9. Limitation of Liability & Indemnification

To the maximum extent permitted by applicable law:

• In no event shall either party be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, data, or business opportunity.
• The total aggregate liability of New Age Technology arising out of or related to this Agreement shall be strictly limited to the total fees actually paid by Client to NAT under the applicable SOW during the twelve (12) months preceding the incident giving rise to the claim.

10. Term, Termination & Transition Support

Either party may terminate an SOW for material breach upon thirty (30) days prior written notice, provided such breach remains uncured. Upon termination, Client shall pay NAT for all completed deliverables and approved work-in-progress up to the effective termination date. NAT will provide comprehensive code handoff documentation and cloud repository transfer assistance.

11. Governing Law & Dispute Resolution

This Agreement shall be governed by and construed in accordance with the substantive laws of India, without regard to its conflict of law principles. Any dispute, controversy, or claim arising out of this Agreement shall be resolved through good-faith executive negotiation led by Yash Kumar Jha and Client's authorized executive. If unresolved within thirty (30) days, the matter shall be submitted to binding arbitration in Bangalore, India, conducted in English under the Arbitration and Conciliation Act.