Terms & Conditions (Master Service Agreement)

Effective Date: 05 April 2025

Introduction

Welcome to AuditWise! By accessing or using our services, you agree to comply with and be bound by these Terms and Conditions, which shall serve as the Master Service Agreement (MSA) between N53 Techlabs LLC (the Company) and your organisation. You must not use the Platform if you disagree with any part of these Terms.

Note: AuditWise is a product offered by N53 Techlabs LLC, a Delaware, USA company. Technology development and delivery services may be provided by its India-based subsidiary, N53 TechWorks LLP. References to the “Company” herein refer to N53 Techlabs LLC, unless otherwise specified.

1. Definitions

Platform: AuditWise.io, the SaaS platform offered by N53 Techlabs LLC.
Company: N53 Techlabs LLC.
User: Any entity or individual granted access to the Platform.
Services: Audit workflow management functionalities provided by the Platform.
Confidential Information: Proprietary or sensitive data shared between the parties.
Intellectual Property: Trademarks, copyrights, software, and other protected content owned by N53 Techlabs LLC.
Service Level Agreement (SLA): This Agreement incorporates the SLA document outlining uptime commitments, support response times, and performance standards by reference.

2. Acceptance of Terms & MSA Acknowledgement

Using the Platform, you acknowledge that these Terms constitute the MSA between your organisation and N53 Techlabs LLC. You represent that you have the authority to bind your organisation to this Agreement.

Acceptance mechanisms include:

Clicking to accept these Terms during onboarding or login
Paying an invoice for AuditWise services
Accessing or using the Platform after account provisioning

3. Services Provided

AuditWise is a SaaS platform designed to facilitate audit workflow management, including:

Audit task and schedule management
Document sharing and version tracking
Interview scheduling and execution
Status reporting and traceability

The Company reserves the right to enhance, modify, suspend, or discontinue services at its discretion.

4. Service Level Agreement (SLA)

The SLA governs service performance standards, including uptime, support response time, and service credits. By using the Platform, you agree to the SLA available at:
https://www.auditwise.io/sla

The SLA may be updated periodically and does not require explicit re-acceptance.

5. License Grant & Restrictions

a. License Scope
N53 Techlabs LLC grants a non-exclusive, non-transferable, revocable license to use the Platform under these Terms.

b. Usage Restrictions
Users shall not:

Modify, sublicense, or resell the Platform
Use the Platform for competitive analysis or reverse engineering
Engage in unlawful or fraudulent activities

6. User Accounts

a. Account Creation
The Company provisions accounts following mutual agreement. Users must provide accurate and complete information.

b. Account Security
Users are responsible for safeguarding login credentials and must report unauthorised access immediately. Sharing credentials is prohibited.

7. Service Availability & Maintenance

a. Uptime Commitment
The SLA governs service uptime and availability.

b. Maintenance & Downtime
Scheduled maintenance will be communicated in advance. Emergency maintenance will be handled promptly to minimise disruption.

8. Fees & Payments

a. Invoicing & Payment
Invoices are sent directly to clients. Payment is due within 30 days, and failure to pay may result in restricted access.

b. Late Payments
The Company may apply penalties or interest on late payments.

c. Refund Policy
Payments are non-refundable unless explicitly agreed in writing.

9. Intellectual Property

All intellectual property related to AuditWise is the exclusive property of N53 Techlabs LLC. No content may be copied or repurposed without written permission.

10. Data Privacy & Security

Our Privacy Policy governs how we collect, store, and process personal data in compliance with applicable data protection laws. Users retain data ownership; the Company processes it solely for service delivery.

The Data Processing Agreement (DPA) is available at:
https://www.auditwise.io/dpa
In case of conflict, the DPA supersedes this MSA for matters related to personal data.

11. Confidentiality

Both parties agree to protect each other's confidential information and not disclose it to third parties without consent, except as required by law.

12. Governing Law & Dispute Resolution

The laws of the State of Delaware, USA, shall govern this Agreement, where N53 TechWorks LLP services operations, relevant laws of India may also apply. Disputes shall first be resolved via arbitration before any court proceedings.

13. Changes to Terms

We may update these Terms periodically. Updates take effect upon posting. Continued use of the Platform constitutes acceptance.

14. Contact Us

For support or compliance inquiries:

Support Email: support@auditwise.io
Compliance Email: compliance@n53tech.com