These Terms & Conditions ("Terms", "Agreement") govern all software engineering, web application development, ERP implementation, consulting, and maintenance services provided by MIRVEX Technology ("MIRVEX", "we", "us", or "our") to the client entity or individual ("Client", "you", or "your").

By signing a Statement of Work (SOW), accepting an official quotation, issuing a Purchase Order (PO), or authorizing work commencement, you agree to be bound by these Terms in full. Any variation or custom clause stipulated in a mutually countersigned SOW shall supersede these standard Terms to the extent of any conflict.

Zero Vendor Lock-in: Unlike agencies that lease proprietary frameworks or retain copyright, MIRVEX believes you should genuinely own the software you pay to engineer. Upon full settlement of all agreed fees outlined in the relevant SOW, MIRVEX irrevocably assigns and transfers 100% of all intellectual property rights, copyrights, and title in the bespoke source code, UI designs, and database architectures created specifically for the Client.

Third-Party & Open Source Libraries: Solutions may incorporate standard open-source libraries, packages, and frameworks (e.g., React, Next.js, Node.js, Tailwind CSS) governed under permissive open-source licenses (MIT, Apache 2.0, BSD). These retain their respective licenses and are freely usable, modifiable, and deployable by the Client in perpetuity.

Pre-Existing Tools: MIRVEX retains ownership of its internal tooling, generalized developer utilities, and reusable boilerplate scripts developed independently of the Client's engagement. However, Client is granted an irrevocable, royalty-free, perpetual license to run, compile, and maintain all such integrated components without royalty fees.

Projects are divided into structured milestones as detailed in the SOW (e.g., Discovery & Wireframing, Architecture & Database Design, Frontend & Backend Sprints, Integration & Testing, Final Deployment).

Upon milestone completion, MIRVEX deploys the deliverable to a secure staging environment for Client review. The Client is afforded a User Acceptance Testing (UAT) window of seven (7) business days to review deliverables against agreed specifications.

If any issues or discrepancies are identified within this window, MIRVEX will rectify them promptly. Milestone sign-off is formally granted upon written confirmation or upon the expiration of the 7-day review period without recorded written objections.

Invoices are issued according to the payment schedule articulated in the Project Quotation or SOW (typically an advance mobilization deposit followed by milestone-gated progress payments and a final release invoice).

All invoices are net payable within seven (7) business days from date of issue unless alternative terms are explicitly agreed in writing. Payments may be made via NEFT/RTGS, UPI, wire transfer, or authorized digital escrow.

Applicable statutory taxes, including Goods and Services Tax (GST) at 18% for Indian domestic clients, are levied in compliance with Central and State tax laws. For international clients, payments are handled under export of software services guidelines.

In the event of overdue payments exceeding fourteen (14) calendar days, MIRVEX reserves the right to pause active development or suspend access to staging environments until accounts are brought current.

To ensure timelines are met, the Client agrees to provide timely feedback, design assets, branding guidelines, domain DNS access, API keys, and third-party account credentials necessary for execution within reasonable working turnaround (typically within 48-72 hours).

Client warrants that all text, imagery, trademarks, datasets, and intellectual materials supplied to MIRVEX are lawfully owned or licensed by Client, and do not infringe upon any third-party intellectual property rights.

Every custom software, ERP, or web application delivered by MIRVEX includes a complimentary thirty (30) calendar day warranty period commencing immediately upon official production launch or final handover.

During the warranty period, MIRVEX will diagnose and remediate any software bugs, calculation discrepancies, broken layouts, or functional defects originating from the agreed scope of work at zero additional charge.

The warranty excludes issues arising from: (a) unauthorized modifications made by Client's internal team or third parties; (b) changes or disruptions to third-party APIs/external services beyond MIRVEX's control; (c) server hardware failures or host infrastructure misconfigurations outside MIRVEX's managed scope; or (d) requests for new features not part of the initial SOW.

Following conclusion of the 30-day warranty, clients may optionally transition to an ongoing Annual Maintenance Contract (AMC) or Monthly Engineering Retainer.

Standard Support SLA tiers provide: (a) Critical Severity 1 incidents (system outage, payment gateway down) — initial engineer response within two (2) hours, 24/7; (b) Major Severity 2 incidents — response within four (4) business hours; (c) Minor updates and general inquiries — response within one (1) business day.

Retainer packages include proactive security patches, framework dependency updates, automated offsite database backups, performance telemetry, and dedicated developer hours.

Both MIRVEX and the Client agree to treat all business plans, customer records, technical blueprints, financial details, trade secrets, and source code disclosed during the engagement as strictly confidential.

Neither party will disclose such confidential information to any third party without prior written consent, except to employees, contractors, and legal advisors bound by equivalent confidentiality obligations.

MIRVEX reserves the right to reference Client's trade name and display screenshots of public-facing user interfaces in its professional portfolio, case studies, and marketing collateral unless Client specifically requests an explicit White-Label or Strict Confidentiality Agreement prior to kickoff.

Agile development encourages adaptability. If Client requests modifications, additions, or architectural changes outside the signed SOW specifications, MIRVEX will document the requested change.

A formal Change Request (CR) will detail the technical implications, impact on the delivery timeline, and associated developer billing rate. Work on out-of-scope items will begin only after Client's written approval of the CR.

To the maximum extent permitted by applicable law, neither party shall be liable for any indirect, incidental, punitive, special, or consequential damages (including loss of profits, business interruption, loss of data, or goodwill) arising out of or related to this Agreement.

The total aggregate liability of MIRVEX under any claim arising out of an engagement shall not exceed the total fees actually paid to MIRVEX by Client under the specific Statement of Work giving rise to liability during the preceding six (6) month period.

Either party may terminate an engagement for convenience by providing thirty (30) calendar days written notice, or immediately in the event of a material breach not cured within fourteen (14) days of written notice.

Upon termination, Client shall pay for all completed milestones, work-in-progress pro-rated to the termination date, and non-cancellable third-party commitments incurred on Client's behalf.

Upon receipt of final due settlement, MIRVEX will conduct an orderly handover, transferring all repository branches, database backups, design assets, deployment scripts, and credentials to Client.

This Agreement shall be governed by, construed, and enforced in accordance with the substantive laws of the Republic of India.

Any legal dispute, suit, or proceeding arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the competent courts located in Noida, District Gautam Buddha Nagar, Uttar Pradesh, India. Both parties agree to first pursue amicable good-faith mediation prior to commencing formal litigation.