Augmentus Customization Terms
Last updated: Jun 20, 2025
These Customization Terms (“Customization Terms”) are incorporated by reference into the Augmentus Terms of Service and govern any Customization Services provided by Augmentus Pte. Ltd. (“Augmentus”) to the customer (“Client”). These terms apply where Client has engaged Augmentus to perform any modifications, enhancements, configurations, integrations, or other development work (collectively, “Customization Services”) to the standard Augmentus Software or Services.
1. SCOPE OF CUSTOMIZATION SERVICES
1.1 Service Description. Customization Services shall be defined in a separate Statement of Work (“SOW”) or set out in the annex of the relevant Purchase Order signed by both parties. Only the deliverables explicitly listed in the SOW shall be within scope.
1.2 Exclusions. Any work not expressly defined in the agreed SOW, including future feature enhancements, integrations with third-party systems not named in the SOW, or changes requested post-approval, shall be deemed out of scope and subject to additional fees and timelines.
2. CHANGE REQUESTS
2.1 Procedure. Any changes to the agreed scope, specifications, timeline, or deliverables must be formally requested in writing and approved by both parties via a written change order.
2.2 Impact on Fees and Timelines. Augmentus reserves the right to adjust the fees and delivery timelines upon acceptance of a change request.
3. CLIENT RESPONSIBILITIES
3.1 Timely Input. The Client agrees to provide all necessary inputs, approvals, access credentials, test data, and resources required for the performance of the Customization Services in a timely manner.
3.2 Acceptance Testing. The Client shall perform acceptance testing upon delivery of any milestone or final output within five (5) business days, failing which the deliverables shall be deemed accepted.
4. INTELLECTUAL PROPERTY RIGHTS
4.1 Ownership. Unless otherwise stated in writing, all intellectual property rights in and to the customized software components, configurations, scripts, modules, or other deliverables developed under these Customization Terms shall vest in Augmentus.
4.2 License to Client. Subject to full payment of applicable fees, Augmentus grants the Client a non-exclusive, non-transferable, non-sublicensable license to use the customizations solely in conjunction with the Augmentus Software.
5. FEES AND PAYMENT
5.1 Customization Fees. Fees for Customization Services shall be as stated in the relevant SOW or Purchase Order. All fees are exclusive of applicable taxes.
5.2 Payment Terms. Invoices shall be issued in accordance with the agreed billing milestones. Unless otherwise stated, payments are due within thirty (30) days from the invoice date.
5.3 No Refunds. All payments made for Customization Services are non-refundable.
6. WARRANTIES AND DISCLAIMERS
6.1 Limited Warranty. Augmentus warrants that the Customization Services will be performed in a professional and workmanlike manner in accordance with industry standards.
6.2 Disclaimer. Except as expressly set forth herein, Augmentus disclaims all warranties, whether express, implied, statutory, or otherwise, including without limitation warranties of merchantability, fitness for a particular purpose, or non-infringement.
7. LIMITATION OF LIABILITY
7.1 Cap on Liability. To the fullest extent permitted by law, Augmentus’ total liability arising out of or related to the Customization Services shall not exceed the total fees paid by the Client for such Customization Services.
7.2 Exclusion of Consequential Damages. In no event shall Augmentus be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or goodwill.
8. TERM AND TERMINATION
8.1 Term. These Customization Terms shall apply for the duration of the Customization Services as stated in the relevant SOW.
8.2 Termination for Cause. Either party may terminate the Customization Services upon written notice if the other party is in material breach and fails to cure such breach within thirty (30) days of written notice.
8.3 Effect of Termination. Upon termination, Client shall pay for all Customization Services performed and accepted up to the effective termination date.
9. CONFIDENTIALITY
9.1 Each party agrees to maintain the confidentiality of all non-public information disclosed in the course of the Customization Services and to use such information solely for purposes of performing obligations under the Agreement.
10. GENERAL
10.1 Governing Law. These Customization Terms shall be governed by and construed in accordance with the laws of Singapore.
10.2 Entire Agreement. These Customization Terms, together with the SOW or applicable Purchase Order and the Augmentus Terms of Service, constitute the entire agreement between the parties with respect to the Customization Services.
10.3 Precedence. In the event of conflict, the Customization Terms shall prevail over the Terms of Service with respect to Customization Services.
