Legal & Licensing Agreement

Terms of Service & Software License Agreement

Effective Date: January 1, 2026 · Governed by BTSC Consulting Service LLP

Summary of Commercial License & Service Rights

AstraERP is commercial business software provided under an annual commercial license model with guaranteed 5-year free updates and complimentary 1st-year service support. Purchasing or renewing an annual license grants you the legal right to run AstraERP on designated client hardware in accordance with your chosen edition (Standard, Professional, or Enterprise). Continued technical hotline and on-desk service from Year 2 onwards is provided via affordable Annual Maintenance Contracts (AMC). By downloading, installing, generating license keys, or using the software and web portal, you agree to be bound by these Terms.

1. License Grant, Term & Edition Entitlements

Subject to full payment of the applicable annual commercial license fee, BTSC Consulting Service LLP grants you a 1-year renewable, non-transferable, non-exclusive license to execute AstraERP machine-readable binaries:

Standard Edition: Valid for single-counter standalone workstations, offline barcode billing, unlimited products, and basic GST reports. Includes 1st-year service free and guaranteed free software/GST updates for 5 years.
Professional Edition: Valid for up to 5 local LAN counter terminals per store, Ask Astra AI Copilot, predictive demand forecasting, and direct WhatsApp customer billings. Includes 1st-year priority service free and guaranteed free software/GST updates for 5 years.
Enterprise Edition: Valid for unlimited local LAN billing terminals, batch/expiry tracking, multi-counter synchronization, van distribution, and priority SLA. Includes 1st-year VIP service free and guaranteed free software/GST updates for 5 years.

2. Hardware Fingerprint (Machine ID) & Key Binding

Each AstraERP software license is cryptographically bound to the unique hardware fingerprint (Machine ID) of the host computer. Licenses are digitally signed using Ed25519 asymmetric cryptography. The private signing key resides strictly on our secure partner infrastructure, while the verification key is embedded within the desktop client.

In the event of hardware failure, motherboard replacement, or machine migration, authorized channel partners or support engineers may issue a replacement license key upon verification of decommissioning of the previous hardware.

3. Non-Disclosure Agreement (NDA) & Confidential Information

"Confidential Information" encompasses all non-public technical, operational, commercial, and financial information disclosed by BTSC Consulting Service LLP, including but not limited to: software architecture, cryptographic keygen logic, private signing keys, backend algorithms, API schemas, partner wholesale margins, client lists, and strategic roadmaps.

Recipient Covenants & Non-Disclosure Obligations:

Strict Duty of Secrecy: Licensees, Channel Partners, and evaluators shall maintain the strictest confidentiality of all Confidential Information, using at least the same degree of care as they use to protect their own most sensitive trade secrets, but no less than reasonable care.
Non-Use & Non-Dissemination: Confidential Information shall not be used, directly or indirectly, for any purpose other than authorized deployment and operation of AstraERP. It shall not be disclosed to any third party without prior written consent from BTSC Consulting Service LLP.
Perpetual Survival: The confidentiality obligations set forth herein shall survive the termination, expiration, or revocation of any partner agreement or software license perpetually with respect to trade secrets and source code, and for a minimum period of 5 years for all other confidential matter.
Equitable Remedies & Injunctive Relief: In the event of an actual or threatened breach of this NDA, damages alone would be inadequate. BTSC Consulting Service LLP shall be entitled to seek immediate injunctive relief and specific performance in any court of competent jurisdiction without the requirement of posting a bond.

4. Intellectual Property (IP) Rights of the Company

All right, title, interest, and intellectual property rights in and to AstraERP—including trademarks, service marks, trade names, trade dress, logos, patents, copyrights, database structures, UI/UX aesthetics, and trade secrets—are and shall remain the sole and exclusive property of BTSC Consulting Service LLP.

No Transfer of Ownership: The purchase of a license or execution of a partnership agreement grants only a limited, revocable, non-exclusive license to use or resell the software. Nothing herein shall be construed as conferring any transfer of ownership, equity, or proprietary interest.
Brand Protection: "AstraERP", "AstraBilling", "Ask Astra", and associated graphic marks are protected under Indian and international trademark treaties. Partners and users shall not register, adopt, or use any trade name, domain name, or social handle confusingly similar to AstraERP.

5. Product Source Code & Anti-Reverse Engineering Protections

AstraERP executables (including Windows .exe, Linux binaries, Android .apk, and embedded dynamic shared libraries .so / .dll) contain highly valuable, proprietary trade secrets and compiled machine code.

Strict Anti-Decompilation & Source Code Prohibition:

You strictly agree and covenant that you shall NOT, directly or via third parties:

Decompile, disassemble, reverse-engineer, translate, decrypt, or otherwise attempt to derive, reconstruct, or inspect the underlying Go/C/Java source code.
Inspect, intercept, debug, or memory-dump the internal execution state of local ERP daemons or licensing cryptographic subroutines.
Modify, patch, inject code, hook, or wrap the software binaries in unauthorized outer shells or loaders.
Circumvent or attempt to tamper with machine-locking parameters (MAC binding, hardware fingerprinting, HMAC-SHA256 signatures).

Any violation of this section constitutes intentional infringement and theft of trade secrets punishable under Sections 65, 66, and 43 of the Information Technology Act, 2000 and Section 63 of the Indian Copyright Act, 1957.

6. Product Customization, Proprietary Algorithms & Derivative Works

From time to time, BTSC Consulting Service LLP may design, program, or deploy bespoke customizations, specialized invoice formats, AI prompt algorithms, hardware communication drivers, or workflow adaptations, whether upon direct request, client feedback, or funded commissioned projects.

Ownership of Custom Developments & Algorithms:

Company Ownership: All intellectual property rights in any custom software features, algorithms, code modifications, database schema enhancements, integrations, or workflows—regardless of who requested, conceptualized, or paid for their development—shall vest immediately, exclusively, and perpetually with BTSC Consulting Service LLP.
No Work-for-Hire: No customization, algorithm, or modification shall be deemed a "work made for hire" for the partner or client. BTSC Consulting Service LLP retains the unrestricted right to incorporate any feature, algorithm, optimization, or improvement into the standard AstraERP commercial release or distribute it to other clients globally.
Assignment: To the extent any licensee or partner acquires any right, title, or interest in any modification, customization, or derivative work, they hereby irrevocably assign all such rights, title, and copyright to BTSC Consulting Service LLP without requiring further compensation.

7. Software Updates, Service Support & AMC Policy

To maintain transparent operational economics and reliable store uptime, AstraERP separates product code updates from technical service labor:

Year 1 Full Service Free: Initial software deployment, store catalog configuration, barcode printer/scanner integration, and operator training are provided free of charge with every new commercial license during its first 12 months.
Guaranteed 5-Year Free Updates: Licensees receive all core software bugfixes, performance updates, and statutory GST rate or e-Invoice format updates for five (5) consecutive years from initial purchase date at zero additional software upgrade fee.
Year 2+ Service Annual Maintenance Contract (AMC): Ongoing human technical service—including phone/desk troubleshooting, hardware breakdown re-licensing migrations, database index optimization, and operator retraining—is available under an optional Service AMC billed annually:

Standard: ₹2,000 / yr + GST

Professional: ₹3,500 / yr + GST

Enterprise: ₹6,000 / yr + GST
Reservation of Rights: All rights not expressly granted herein are strictly reserved by BTSC Consulting Service LLP, including auditing license logs and blacklisting cloned or fraudulent installations.

8. Channel Partner Wholesale Model, Dealership & Non-Compete

Entities authorized as Channel Partners, Distributors, or Resellers operate under a Wholesale Upfront Remittance Model and agree to:

Upfront Wholesale Purchase & Volume Tiers: Procure software licenses and Year 2+ AMC renewals from the Company at wholesale discounts on the net taxable base price, settling remittance prior to commercial key issuance. Performance tiers are structured as:
- Silver Tier (Up to 25 Licenses): 20% Wholesale Discount / Margin
- Gold Tier (50 Licenses / 26–99): 25% Wholesale Discount / Margin
- Platinum Tier (100+ Licenses): 30% Wholesale Discount / Margin
End-Client Pricing & Negotiation: Invoice end-user clients directly at published retail rates (MRP) or offer closing concessions up to their tier margin. Any discount conceded to the end-client is deducted exclusively from the partner's margin pool without diminishing Company wholesale remittances.
Annual License & AMC Renewal Margins: Partners earn their full tiered recurring wholesale margin (20%, 25%, or 30%) on all subsequent annual software license renewals as well as Year 2+ AMC service renewals.
Operate within assigned territory boundaries, accurately register customer machine IDs, and maintain the absolute confidentiality of keygen infrastructure.
Non-Compete & Non-Solicitation: During the term of the partnership and for 24 months following termination, Partner shall not, directly or indirectly, develop, manufacture, or market any competing offline or retail POS/ERP software utilizing confidential insights, algorithms, or client data derived from AstraERP.

9. Local Database Backups & Data Responsibility

Because AstraERP is 100% offline-first and does not upload your records to cloud servers, the licensee bears sole and complete responsibility for maintaining routine external backups of their local database files (e.g. on external USB drives, local NAS, or company backup vaults). BTSC Consulting Service LLP shall not be liable for data loss caused by hardware crashes, power spikes, operating system corruption, or failure to perform backups.

10. Tax & Regulatory Compliance Disclaimer

AstraERP provides automated GST rate computations, HSN/SAC lookups, and JSON formats for e-Invoicing. However, tax classifications and final statutory filings remain the sole responsibility of the business taxpayer and their Chartered Accountant. The software is provided "AS-IS" without warranties of fitness for tax exemptions not explicitly codified in current GST schedules.

11. Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall BTSC Consulting Service LLP or its directors, employees, or authorized partners be liable for any indirect, incidental, special, consequential, or punitive damages (including loss of business profits, business interruption, or loss of commercial data) arising out of the use or inability to use the software. The total aggregate liability shall not exceed the actual license fee paid by the customer.

12. Governing Law & Dispute Resolution

These Terms and all software licenses shall be governed by, and construed in accordance with, the laws of India. Any dispute, controversy, or claim arising out of or relating to this agreement shall be subject to the exclusive jurisdiction of the competent civil courts in Pune, Maharashtra, India.

13. Contact & Legal Queries

BTSC Consulting Service LLP — Legal & Corporate Affairs

Email: sumeet@gbtsconsulting.com

Phone: +91-9158845022

Location: Pune, Maharashtra, India