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Master Service Agreement Terms

Terms & Conditions

Effective Date: March 20, 2026 | Last Updated: March 2026

These terms explain the rules for using our website and the basis on which we provide our services. Please read them carefully — by using this website or engaging our services, you agree to them.

1. Acceptance of Terms

By accessing this website, submitting inquiry forms, or executing a Statement of Work (SOW) with Upstair Tech Solutions Inc. (“Upstair,” “we,” “our”), you (“Client,” “User”) agree to be legally bound by these Terms and Conditions and our Privacy Policy. If you do not agree, you must refrain from utilizing our website and consulting services.

2. Scope of Services & Statements of Work (SOW)

Upstair provides professional software engineering services, including custom web application development, mobile application programming (iOS & Android), artificial intelligence implementation, digital growth marketing, and cloud infrastructure consulting. Specific deliverables, project milestones, acceptance criteria, and fee structures are governed by mutually executed Statements of Work (SOWs). In the event of a conflict between these Terms and an executed SOW, the terms of the specific SOW shall prevail.

3. Intellectual Property (IP) Ownership & Assignment

Full IP Handover: Upon full and final settlement of all applicable fees for a designated milestone, Upstair assigns 100% of all intellectual property rights, copyrights, proprietary code, and design assets created specifically for the Client under that milestone to the Client.

Pre-Existing Tools & Libraries: Upstair retains ownership of pre-existing internal developer libraries, foundational scaffolds, and general open-source frameworks utilized during development. The Client is granted a perpetual, royalty-free, worldwide, non-exclusive license to use, modify, and distribute such pre-existing materials as incorporated into the final deliverable.

4. Client Responsibilities & Data Security

Clients agree to provide timely architectural approvals, test data, and access credentials necessary for project execution. The Client warrants that all datasets, APIs, and credentials provided to Upstair do not infringe upon any third-party intellectual property rights or violate privacy laws.

5. Warranties, SLAs & Limitation of Liability

Upstair warrants that all engineering work will be performed in a professional, workmanlike manner adhering to modern industry best practices and security standards. We provide a 30-day post-launch bug warranty on all custom developed code to remediate any deviations from approved functional specifications.

Limitation: To the maximum extent permitted by applicable law, in no event shall Upstair Tech Solutions be liable for indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or business interruption, arising out of or in connection with the services rendered.

6. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware (for US contracts) and the laws of India (for APAC contracts), without regard to its conflict of law principles. Any dispute arising out of this Agreement shall be resolved through confidential arbitration prior to any court proceedings.

7. Inquiries & Legal Notices

Legal inquiries, notices, and formal communications regarding these Terms should be directed to:

Upstair Tech Solutions — Legal
Attn: Legal & Contracts
Phone: +91 8759815444
Address: Midnapore