1. Parties & Agreement
This Master Service Agreement ("Agreement") is between RomIQ Solutions, 22 H-Block Corporate Tower, Sector-125, Noida, Uttar Pradesh β 201303 ("Service Provider") and the Client identified during registration. Both parties agree to be legally bound by all provisions herein.
2. Scope of Services
Services include integration of Google Maps APIs into Client systems, configuration and deployment of geolocation and mapping features, implementation of route optimisation and navigation solutions, provision of mapping-based UI/UX enhancements, and technical support and troubleshooting during the Agreement term.
3. Agreement Term & Pricing
This Agreement remains valid for five (5) years from the Effective Date. Year 1 fee: USD 150 (50% introductory discount). Years 2β5 billed at USD 300/year. Total contract value: USD 1,350. All fees are exclusive of applicable taxes (GST/VAT/TDS), Google API usage charges, and third-party integration fees.
4. Payment Terms
All invoices are payable within seven (7) calendar days of issuance. Payments are made in advance on an annual basis. All fees paid are non-refundable unless expressly agreed in writing. Late payment beyond thirty (30) days may result in service suspension and/or termination.
5. Third-Party Platform β Google Maps
Services are entirely dependent on the Google Maps Platform (by Google LLC). Google controls all infrastructure, pricing, and policy decisions. RomIQ Solutions shall not be liable for API downtime, feature deprecation, pricing changes, or Google policy updates.
6. Client Obligations
The Client shall provide accurate and timely technical requirements; maintain valid Google Maps Platform accounts with current billing; ensure all usage is lawful and compliant with Applicable Laws and Google's terms; and immediately notify RomIQ Solutions of any security incident or suspected misuse.
7. Confidentiality
Both parties agree to keep all Confidential Information strictly confidential and not to disclose it to any third party without prior written consent. This obligation survives termination for three (3) years.
8. Limitation of Liability
RomIQ Solutions' total liability shall not exceed the fees paid by the Client in the preceding twelve (12) months. Neither party is liable for indirect, consequential, or incidental damages of any kind.
9. Governing Law & Jurisdiction
This Agreement is governed by the laws of India. All disputes shall be subject to the exclusive jurisdiction of courts in Noida, Uttar Pradesh, India.
10. Force Majeure
Neither party shall be liable for delays caused by natural disasters, pandemic, internet outages, or governmental actions beyond their reasonable control.
11. Termination
Either party may terminate with thirty (30) days' written notice. RomIQ Solutions may terminate immediately in the event of material breach, non-payment, or misuse. Upon termination, all outstanding fees become immediately due and payable.
