Terms &
Conditions

These Terms and Conditions ("Terms") constitute a legally binding agreement between DIGITAL PROTOTYPE LTD ("Agency", "we", "us") and the enterprise client ("Client", "you"). By commissioning our engineering services, accessing our secure portals, or entering into an active Service Level Agreement (SLA), you unequivocally agree to these Terms.

Our core offerings include bespoke software architecture, legacy system modernization, and the deployment of Sovereign Perimeter Control environments. We do not provide generic 'off-the-shelf' SaaS products; every engagement is treated as a highly specialized engineering contract governed by deterministic outcomes.

We believe that true enterprise value lies in proprietary technology. Unlike agencies that trap clients in perpetual licensing models, DIGITAL PROTOTYPE LTD operates on a principle of absolute IP transfer for bespoke development.

• Bespoke Deliverables: Upon the final deterministic deployment and full settlement of all associated invoices, 100% of the Intellectual Property rights, source code, and custom deployment scripts are transferred exclusively to the Client.
• Background Technology: Any pre-existing algorithms, open-source libraries, or proprietary orchestration tools utilized to build the system remain the property of their respective owners or the Agency. However, the Client is granted a perpetual, royalty-free, irrevocable license to use this background technology as integrated into the final deliverable.

For clients on active retainers (e.g., our Enterprise SLA tier), we provide mathematically bound performance guarantees:

• Uptime and Availability: We target a baseline of 99.99% infrastructure availability.
• Incident Response: Level 1 critical incidents (complete system failure or active cyber threat) mandate a guaranteed engineering response within 60 minutes, 24/7/365.
• Remediation: Failure to meet explicitly defined SLA parameters will result in deterministic service credits applied to the subsequent billing cycle, as outlined in the individual Master Services Agreement (MSA).

The Agency employs advanced Sovereign Perimeter Control methodologies to secure the software we build and the infrastructure we manage. We execute continuous verification and deploy strict micro-segmentation.

Client Responsibilities: The mathematical integrity of our security architecture requires client cooperation. The Client must enforce rigorous internal Identity and Access Management (IAM), immediately revoke credentials of terminated employees, and strictly prohibit the sharing of API keys. The Agency is not liable for data breaches originating from compromised client-side credentials or social engineering attacks executed against the Client's personnel.

Subscription SLAs: Monthly retainers (e.g., Active Orchestration, Enterprise SLA) are billed on the 1st of every calendar month. Failure to settle invoices within 14 days will result in the immediate suspension of proactive monitoring and non-critical CI/CD deployments.

Bespoke Engineering: Custom development and legacy migrations are executed on a fixed-price, milestone-driven basis following a rigorous Diagnostic Audit. A standard 30% mobilization fee is required prior to the commencement of any architectural blueprinting.

To the maximum extent permitted by applicable European and Austrian law, DIGITAL PROTOTYPE LTD shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or business goodwill.

In no event shall our aggregate liability arising out of or related to an active engagement exceed the total amount paid by the Client to the Agency during the six (6) months immediately preceding the event giving rise to the liability.

These Terms, and any dispute or claim arising out of or in connection with them or their subject matter, shall be governed by and construed strictly in accordance with the laws of the Republic of Austria, excluding its conflict of law provisions and the UN Convention on Contracts for the International Sale of Goods (CISG).

The commercial courts of Vienna, Austria, shall have exclusive jurisdiction to settle any deterministic dispute or claim arising from this commercial agreement.

We reserve the right to mathematically iterate and update these Terms to reflect changes in legal frameworks or our operational architecture. Active enterprise clients will receive formal notification of any material changes 30 days prior to their enforcement.

Last Compiled and Verified: October 2024 (Version 2.4.0)