NORTHWATCH TECH LLC
CUSTOM SOFTWARE
Service Description
Service: Custom Software
Service Type: Professional Services
Governing Agreement: Northwatch Tech Master Services Agreement
Version: 1.0
Effective Date: August 18, 2026
Document Status: Final — Published
1. Service Description
Northwatch Tech LLC ("Northwatch") provides custom software development services intended to solve defined operational and business requirements.
Custom Software engagements may range from focused internal applications to multi-component software systems.
Specific functionality, architecture, Deliverables, pricing, assumptions, and acceptance criteria are defined in the applicable Statement of Work ("SOW").
2. Examples of Custom Software
Custom Software services may include:
- internal business applications;
- web applications;
- administrative portals;
- dashboards;
- customer self-service applications;
- data-entry applications;
- reporting applications;
- database applications;
- APIs;
- integration services;
- workflow applications;
- management tools;
- technical utilities;
- AI-assisted applications; and
- multi-component software systems.
A Custom Software Deliverable may include frontend, backend, database, API, integration, authentication, reporting, automation, and other components where expressly included in the SOW.
3. Discovery
Northwatch may require paid discovery before accepting a Custom Software implementation project.
Discovery may include:
- business requirements analysis;
- functional requirements;
- technical requirements;
- architecture;
- system analysis;
- integration analysis;
- data requirements;
- security considerations;
- dependency identification;
- feasibility analysis;
- risk identification;
- project scoping;
- implementation planning;
- cost estimation; and
- preparation of an implementation SOW.
Discovery is a separate professional service.
Purchasing discovery does not obligate Customer to proceed with implementation and does not obligate Northwatch to accept the implementation project.
4. Project Scope
Northwatch develops the functionality expressly identified in the applicable SOW.
Features, modules, integrations, reports, workflows, interfaces, administrative capabilities, or other functionality not identified in the SOW are not included.
A requirement does not become part of the project merely because it:
- would normally accompany similar software;
- is technically possible;
- becomes desirable during development;
- is available in another product; or
- would improve the Customer's business process.
Additional functionality constitutes additional work unless authorized through a fully executed Project Change Request before Final Acceptance or a new written services agreement as required by the MSA.
5. Deliverables
Custom Software Deliverables may include:
- applications;
- source code;
- executables;
- services;
- APIs;
- user interfaces;
- administrative interfaces;
- database implementations;
- integrations;
- connectors;
- configuration;
- installation packages;
- containers;
- reports;
- templates;
- deployment components;
- technical documentation; or
- other technical work product identified in the SOW.
The applicable SOW will identify the Deliverables purchased.
6. Architecture and Technology
Northwatch will select or use technologies reasonably appropriate for the project unless specific technologies are required by the SOW.
A Deliverable may use:
- programming languages;
- frameworks;
- libraries;
- runtimes;
- databases;
- APIs;
- operating systems;
- containers;
- cloud services;
- web technologies; and
- other technical dependencies.
Customer purchases the software as developed and delivered using the technology baseline established for the project.
Future technological changes do not create an obligation for Northwatch to redesign or update the software without additional compensation.
7. Supported Environment
Northwatch will develop and test the software against the operating environment, systems, versions, interfaces, and configurations identified or reasonably established for the project.
Northwatch does not guarantee compatibility with future or materially different environments.
Migration to new operating systems, database platforms, runtimes, frameworks, hosting environments, or other technology constitutes additional work unless expressly included.
8. Integrations
Custom Software may integrate with Customer or Third-Party Systems where expressly included in the SOW.
Integration may include:
- APIs;
- middleware;
- databases;
- identity providers;
- cloud services;
- business applications;
- file exchanges;
- webhooks;
- reporting platforms; and
- other supported interfaces.
Integrations are developed against interfaces and specifications available during development.
Changes to those interfaces following delivery do not create an obligation for Northwatch to update the software without charge.
9. Database Development
Where required by the SOW, Northwatch may provide database design and implementation including:
- schemas;
- tables;
- relationships;
- indexes;
- constraints;
- migrations;
- queries;
- stored procedures or functions;
- application data access;
- reporting structures; and
- related database components.
Unless expressly included, Custom Software development does not include ongoing:
- database administration;
- backup management;
- disaster recovery;
- performance monitoring;
- capacity management; or
- database maintenance.
Modification of Northwatch-designed database structures after delivery is governed by the Customer Modification provisions of the MSA.
10. AI-Assisted Software
Custom Software may include artificial-intelligence functionality where expressly included in the SOW.
AI-assisted functionality may include:
- classification;
- summarization;
- extraction;
- document processing;
- recommendations;
- natural-language interfaces;
- workflow assistance;
- analytical assistance; or
- other defined functionality.
AI functionality is not represented as infallible or deterministic.
AI functionality is intended to assist defined business processes and must not serve as the sole decision-maker for safety-critical or similarly high-risk decisions.
The applicable SOW must identify material AI functionality, its intended use, material model or provider dependencies, authorized data categories, and applicable retention, testing, disclosure, and human-review requirements.
AI output must not be the sole basis for a legally consequential, employment, credit, insurance, medical, security-enforcement, access-control, destructive, or similarly high-risk action. If the SOW includes AI assistance for such a use, it must define the permitted supporting role, required qualified human review and independent validation, safeguards, and applicable legal responsibility. An AI recommendation or generated instruction is not authorization to execute an action.
11. Testing and Acceptance
Northwatch will perform testing reasonably appropriate to the project and the acceptance criteria identified in the SOW.
Customer is responsible for evaluating the software during the acceptance period established by the MSA.
Acceptance confirms that the Deliverable materially satisfies the agreed acceptance criteria.
Acceptance does not create an obligation for functionality not included in the SOW.
12. Warranty
Custom Software Deliverables are subject to the limited warranty established by the MSA.
Unless the applicable SOW expressly establishes a different period as permitted by the MSA, the warranty period is thirty (30) calendar days following acceptance.
The warranty applies to Covered Defects attributable to Northwatch's work.
Third-party changes, Customer modifications, technology changes, maintenance, future compatibility, and other exclusions are governed by the MSA.
13. Software Updates and Maintenance
Custom Software development does not include perpetual maintenance, upgrades, or support.
Unless expressly purchased, the project does not include future:
- application updates;
- application upgrades;
- feature development;
- library or dependency updates;
- framework or runtime upgrades;
- security patching;
- dependency vulnerability remediation;
- operating-system compatibility work;
- database upgrades or migrations;
- API compatibility work;
- middleware compatibility work;
- technology migrations;
- performance optimization;
- monitoring; or
- technical support.
Such services may be separately purchased where Northwatch agrees to provide them.
14. Customer Modifications
Customer may receive software in a form that permits modification.
Customer modification of Northwatch Components is governed by the MSA.
Northwatch is not responsible for failures caused or materially contributed to by Customer modifications.
Northwatch may charge for investigation, restoration, repair, testing, or adaptation required because of Customer modifications as permitted by the MSA.
15. Services Not Included by Default
Unless expressly included in the applicable SOW, Custom Software does not include:
- native mobile applications;
- desktop applications;
- high-availability infrastructure;
- disaster recovery;
- backup administration;
- 24/7 monitoring;
- 24/7 technical support;
- managed IT services;
- ongoing database administration;
- regulatory certification;
- continuous compliance management;
- unlimited revisions;
- unlimited integrations;
- future development;
- future compatibility;
- Customer infrastructure administration; or
- enterprise-wide technology transformation.
16. Additional Development
Customer may request modifications, enhancements, new functionality, additional integrations, migrations, or other development following delivery.
Northwatch may accept or decline such work.
Accepted additional development may be performed under:
- a fully executed Project Change Request before Final Acceptance;
- new SOW;
- maintenance agreement; or
- another written services agreement.
After Final Acceptance, additional development requires a new SOW, maintenance agreement, or other new written services agreement. An hourly rate does not itself authorize work.
Additional work does not renew the warranty applicable to the original software except as expressly provided by the MSA.
17. Governing Documents
Custom Software engagements are governed by:
- the Northwatch Tech Master Services Agreement;
- this Custom Software Service Description; and
- the applicable Statement of Work; and
- any fully executed Project Change Request authorized under the MSA.
The SOW defines the specific software purchased.
The MSA establishes the Parties' legal rights and responsibilities.
This Service Description defines the general boundaries of the Custom Software offering.
The applicable SOW and any fully executed Project Change Request control project-specific scope, Deliverables, acceptance criteria, supported environment, pricing, warranty period, and other subjects the MSA permits them to establish or modify. Ordinary project communications do not amend this Service Description, the SOW, a Project Change Request, or the MSA.
