Terms & Conditions

Last updated: February 2026

These Terms & Conditions (“Terms”) govern your access to and use of BlueTech’s website, proposals, statements of work, software development services, and related deliverables (collectively, the “Services”). By accessing our website or engaging BlueTech, you agree to these Terms.

1) Definitions

“BlueTech,” “we,” “us,” “our” means BlueTech.

“Client,” “you,” “your” means the individual or entity using our website or engaging our Services.

“Deliverables” means work product we provide (e.g., code, documentation, designs, reports).

“SOW” (Statement of Work) means a project-specific agreement defining scope, timeline, pricing, and deliverables.

2) Scope of Services

2.1 Engagement.

Services are provided under a written SOW, proposal, or order. If there is a conflict, the SOW controls for that project.

2.2 Changes.

Any change to scope, requirements, or priorities may require a change order (timeline and pricing may be adjusted accordingly).

2.3 No Guaranteed Outcomes.

While we aim for measurable results, you acknowledge that outcomes may depend on external factors (e.g., third-party systems, data quality, usage patterns).

3) Quotes, Fees, and Payment

3.1 Pricing.

Fees are described in the SOW (fixed price, milestone-based, or time & materials).

3.2 Invoices.

Invoicing schedules and payment terms are defined in the SOW.

3.3 Late Payment.

Overdue amounts may result in pausing work, withholding deliverables, or suspending access to project environments until payments are made.

3.4 Taxes.

Fees exclude applicable taxes unless stated otherwise.

4) Client Responsibilities

You agree to:

  • Provide timely access to stakeholders, requirements, feedback, and approvals.
  • Provide accurate content, data, credentials, and third-party access needed for delivery.
  • Review deliverables within agreed timelines and communicate issues clearly.

Delays in Client inputs may impact timelines and costs.

5) Intellectual Property (IP)

5.1 Pre-Existing IP.

Each party retains ownership of IP created or owned before the engagement (“Background IP”).

5.2 Project Deliverables.

Ownership and licensing for Deliverables are defined in the SOW. Unless otherwise agreed:

  • Upon full payment, Client receives rights to use the Deliverables for its internal business purposes and/or product use as defined in the SOW.
  • BlueTech may retain rights to reusable components, frameworks, tooling, and know-how that are not unique to Client (“General Tools”).

5.3 Open Source.

Deliverables may include open-source components governed by their own licenses; you agree to comply with those licenses.

6) Confidentiality

6.1 Confidential Information.

Includes non-public business, technical, product, and customer information disclosed during the engagement.

6.2 Obligations.

Each party will protect the other’s Confidential Information with reasonable care and use it only for performing the Services.

6.3 Exclusions.

Confidentiality does not apply to information that is public, independently developed, or rightfully received from a third party without restriction.

7) Data, Security, and Access

7.1 Client Data.

Client remains responsible for the legality, accuracy, and rights to use any data provided.

7.2 Security Practices.

We implement reasonable technical and organizational measures appropriate to the project context; specific security requirements must be documented in the SOW.

7.3 Credentials.

You are responsible for safeguarding credentials and access provided to BlueTech; we will follow secure handling practices within project constraints.

8) Third-Party Services and Dependencies

8.1 Third-Party Tools.

Some solutions require third-party services (hosting, APIs, libraries, AI providers). Availability, changes, and outages are outside BlueTech’s control.

8.2 Costs.

Third-party fees are paid by the Client unless otherwise agreed.

8.3 Compliance.

You are responsible for complying with third-party terms and applicable laws for your use of those services.

9) Testing, Acceptance, and Warranty

9.1 Acceptance.

Acceptance criteria (if any) are defined in the SOW. If not defined, Deliverables are accepted when delivered and/or deployed as agreed.

9.2 Limited Warranty.

If a warranty period is provided in the SOW, BlueTech will remedy reproducible defects that materially deviate from agreed requirements, at our discretion, by repair, replacement, or workaround.

9.3 Exclusions.

Warranty does not cover issues caused by unauthorized changes, misuse, third-party failures, or requirements not included in scope.

10) Disclaimer

Except as expressly stated in a SOW, the Services and Deliverables are provided “as is” and “as available.” To the maximum extent permitted by law, BlueTech disclaims all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement.

11) Limitation of Liability

To the maximum extent permitted by law:

  • BlueTech will not be liable for indirect, incidental, special, consequential, or punitive damages, or for loss of profits, revenue, data, or goodwill.
  • BlueTech’s total liability for any claim arising out of or related to the Services will not exceed the fees paid by Client for the specific project giving rise to the claim, unless the SOW states otherwise.

12) Indemnity

12.1 Client Indemnity.

Client agrees to indemnify and hold BlueTech harmless from claims arising from Client-provided content/data, misuse of Deliverables, or violations of law/third-party rights by Client.

12.2 BlueTech Indemnity (Optional).

Any BlueTech IP infringement indemnity must be explicitly stated in the SOW.

13) Termination

13.1 Termination for Convenience.

Either party may terminate a project per the SOW notice terms.

13.2 Termination for Cause.

Either party may terminate if the other materially breaches and fails to cure within a reasonable period.

13.3 Effects.

Upon termination, Client will pay for work performed and approved expenses incurred through the termination date. Deliverable transfer terms are defined in the SOW.

14) Force Majeure

Neither party is liable for delays or failures caused by events beyond reasonable control (e.g., outages, natural disasters, war, labor disputes, government actions). Timelines will be reasonably adjusted.

15) Website Use

15.1 Permitted Use.

You may use the website for lawful purposes only.

15.2 Prohibited Use.

You may not attempt to disrupt the website, scrape content at scale, reverse engineer any protected components, or misuse our materials.

15.3 Content.

Website content may be updated without notice and does not constitute binding commitments.

16) Privacy

If BlueTech processes personal data in connection with Services, the parties will follow applicable privacy requirements and any data processing terms stated in the SOW or related agreements.

17) Governing Terms

17.1 Project Terms.

Each project is governed by its SOW plus these Terms.

17.2 Governing Law & Disputes.

The applicable law and dispute resolution method will be as specified in the SOW. If not specified, the parties will act in good faith to resolve disputes through negotiation before pursuing formal remedies.

18) Changes to These Terms

We may update these Terms from time to time. The “Last updated” date reflects the latest revision. Continued use of the website after updates means you accept the revised Terms.