Terms of Service & Master Engagement Protocol
Effective Date: January 1, 2026 • Governing all Statements of Work (SOW), architectural deliverables, and commercial engagements entered into with Cosmo Logic IT Solutions Private Limited.
1. Master Agreement Structure
These Master Terms of Service (“Terms”) govern the provision of software engineering, multi-cloud consulting, cognitive AI integration, and technical architecture advisory provided by Cosmo Logic IT Solutions Private Limited (“Cosmo Logic”) to corporate clients (“Client”).
Specific deliverables, milestones, acceptance criteria, pricing, and project horizons are defined in mutually executed Statements of Work (“SOW”). In the event of an explicit inconsistency between these Master Terms and an SOW, the specific terms of the executed SOW shall prevail for that engagement.
2. Scope of IT & Cloud Services
Cosmo Logic delivers enterprise technology capabilities across five core practices:
- Custom Enterprise Software: Microservices, event-driven architectures, Domain-Driven Design (DDD), and transaction processing engines.
- Cloud Engineering & DevOps: Infrastructure as Code (Terraform), Kubernetes orchestration, and blue/green release pipelines.
- Omnichannel Web & Mobile: Native and cross-platform applications (Flutter, React Native, Next.js).
- Enterprise AI & Data: Predictive pipelines, private enterprise RAG, and LLM fine-tuning without third-party leakage.
- UI/UX Systems: Tokenized design systems, Figma integration, and accessibility audits.
3. Service Levels & High Availability (SLA)
For ongoing site reliability, managed infrastructure, and production support engagements, Cosmo Logic provides structured Service Level Agreements:
- Severity-1 (Critical Outage): Guaranteed initial response within 15 minutes, 24/7/365 follow-the-sun mobilization.
- Severity-2 (Degraded Production): Initial response within 60 minutes with dedicated engineering pairing.
- Severity-3 (General Advisory / Enhancements): Response within 1 business day during standard operational hours.
4. Intellectual Property & Code Ownership
Upon receipt of full payment for contracted milestones, all bespoke source code, schema designs, configuration files, and architectural documentation authored specifically for Client under an active SOW become the exclusive intellectual property of the Client (“work-made-for-hire”).
Cosmo Logic retains ownership of its pre-existing core tooling, standardized open-source libraries, compiler configurations, and reusable utility modules (“Background IP”), granting Client a perpetual, royalty-free, worldwide license to utilize such Background IP as embedded within deliverables.
5. Fees, Billing & Invoicing
Invoicing schedules are tied to verifiable technical milestone acceptance or monthly sprint retrospectives as defined in the applicable SOW. Invoices are payable within 30 days of receipt via direct electronic wire transfer in Indian Rupees (INR) or agreed foreign currency (USD/EUR/GBP).
6. Mutual Non-Disclosure & IP Protection
Both parties agree that all confidential information, including source code, database credentials, business roadmaps, and proprietary algorithms, disclosed during the term of engagement shall remain strictly confidential for a minimum period of 5 years following disclosure.
7. Warranties & Engineering Standards
Cosmo Logic warrants that all delivered software will conform in all material respects with written specifications in the SOW for a warranty period of 90 days following formal User Acceptance Testing (UAT) sign-off, during which reproducible defects will be remedied at no additional charge.
8. Limitation of Liability
Neither party shall be liable for indirect, incidental, punitive, or consequential damages. Total cumulative liability of Cosmo Logic arising under any SOW shall not exceed total fees received by Cosmo Logic under that specific SOW in the 6 months preceding the claim.
9. Governing Law & Arbitration
These Terms and any dispute arising hereunder shall be governed by and construed in accordance with the laws of the Republic of India. Any unresolved dispute shall be referred to and finally resolved by binding arbitration in Bengaluru, Karnataka, India in accordance with the Arbitration and Conciliation Act, 1996.
