Services Agreement

1. Scope of Services

Tynoc Tech will provide software engineering, design, and consulting services as described in the applicable Statement of Work ("SOW") or project proposal agreed upon by both parties. Any changes to the scope of services must be agreed upon in writing by both parties prior to implementation. Tynoc Tech reserves the right to decline scope changes that are not feasible within the agreed timeline or budget.

2. Payment Terms

Invoices are due within 14 days of issuance unless otherwise specified in the SOW. Late payments may incur a fee of 1.5% per month on the outstanding balance.

• Project deposits are non-refundable once work has commenced
• Milestone payments are due upon completion of each defined milestone
• All prices are exclusive of applicable taxes unless stated otherwise
• Tynoc Tech reserves the right to pause work on accounts with overdue invoices
• Disputed invoices must be raised in writing within 7 days of receipt

3. Intellectual Property

Upon receipt of full payment, all custom work product created specifically for the client will be assigned to the client. Tynoc Tech retains ownership of all pre-existing tools, frameworks, libraries, methodologies, and general-purpose code used in delivering the services. Tynoc Tech may use general knowledge and skills gained during the engagement for other clients.

4. Confidentiality

Both parties agree to keep confidential any proprietary or sensitive information shared during the engagement, including but not limited to business plans, technical specifications, customer data, and financial information. This obligation survives the termination of this Agreement for a period of three (3) years.

5. Warranties

Tynoc Tech warrants that services will be performed in a professional and workmanlike manner consistent with industry standards. Tynoc Tech does not warrant that deliverables will be error-free or that all defects will be corrected. Client is responsible for testing and accepting deliverables within the agreed review period.

6. Limitation of Liability

Our total liability under this Agreement shall not exceed the total fees paid by the client in the three months preceding the claim. In no event shall either party be liable for indirect, incidental, special, consequential, or punitive damages, regardless of the cause of action or the theory of liability.

7. Termination

Either party may terminate this Agreement with 14 days written notice. Upon termination, the client will be invoiced for all work completed to date at the agreed rate. Tynoc Tech will deliver all completed work product upon receipt of final payment. Termination does not relieve either party of obligations incurred prior to the termination date.

8. Independent Contractor

Tynoc Tech is an independent contractor and not an employee of the client. Nothing in this Agreement shall be construed to create a partnership, joint venture, agency, employment, or fiduciary relationship between the parties.

9. Governing Law

This Agreement shall be governed by and construed in accordance with applicable laws. Any disputes shall be resolved through good-faith negotiation between the parties. If a dispute cannot be resolved through negotiation within 30 days, it shall be submitted to binding arbitration.

10. Contact Us

For questions about this Agreement or to discuss your project, please contact us at info@tynoc.com.