Terms of Service & Sovereign Ownership.
We operate on engineering integrity and total client sovereignty. This document establishes the foundational legal framework governing all software engineering and architecture engagements.
Engagement Scope
These Terms of Service ("Terms") govern your use of the website vistar.tech, our diagnostic platforms, and any statement of work (SOW) or sprint agreement executed between Vistar and the client ("Client").
Complete Intellectual Property Transfer (100% Ownership)
Our core business principle is that software is equity, not a rental commodity. Upon settlement of agreed milestone invoices:
- Total Bespoke IP Assignment:Vistar irrevocably transfers and assigns to the Client all worldwide rights, title, copyright, and interest in all bespoke software, custom business logic, domain models, and client-specific assets engineered under the engagement upon invoice settlement.
- Reusable Tooling Carve-Out & Perpetual License:Vistar retains ownership of its pre-existing utility libraries, generic WebGL shader primitives, UI components, and bot scaffolding. Vistar grants the Client a perpetual, irrevocable, worldwide, royalty-free, non-exclusive license to use, modify, run, and sub-license such foundational components within the delivered system.
- Zero Vendor Lock-In:All repositories are transferred directly to the Client's GitHub or chosen Git host. We do not use proprietary encryption, obfuscated binaries, or mandatory ongoing retainer contracts.
- Open Source Licenses:Standard open-source dependencies (e.g. Next.js, React, Tailwind, Three.js) remain subject to their respective permissive licenses (MIT / Apache-2.0).
Bilateral Non-Disclosure Obligations
Both parties agree to treat all proprietary business data, API credentials, algorithmic architectures, trade secrets, and financial terms disclosed during engagement discussions as strictly confidential. Neither party shall disclose such information to third parties without prior written consent. Bilateral NDAs are standard and executed upon request.
Sprint Cycles & Acceptance Milestones
Engagements are delivered in deterministic milestone cycles (typically 5–7 days for MVP automations, 14 days for production systems). Each milestone concludes with verifiable deliverables:
Payment Schedule, Liability & Jurisdiction
Payment Milestones: Standard engagements follow a 50% mobilization deposit upon project kickoff, and 50% balance upon final staging deployment, verification, and private repository handover.
Limitation of Liability:To the maximum extent permitted by law, Vistar's aggregate liability for any claims arising out of an engagement shall not exceed the total fees paid by Client under the applicable Statement of Work. Neither party shall be liable for indirect, incidental, or consequential damages.
Termination: Either party may terminate an engagement with 7 business days written notice. In the event of early termination, Client pays for completed and verified milestones pro-rata, and receives all code committed up to that date.
Governing Law & Jurisdiction: These Terms and all statements of work are governed by the laws of India. Any disputes shall be subject to the exclusive jurisdiction of the competent courts in New Delhi, India.
Contract & Vendor Inquiries
Legal & Engineering Operations • Vistar Web Systems, New Delhi, India.
Direct inquiries via WhatsApp (+91 88601 10144) or email below.