Clause 1:
Pricing, Commercial terms
Clause 2 :
Data Security and Data Retention
Clause 3:
Software Modules deliverables
Clause 4:
Installation, User Responsibilities
Clause 5:
Training topics, outcomes
Clause 6:
Technical support SLA
Clause 7:
Software specifications, Customization
Confidential
Leanworx SaaS Contract
Contract #
This Leanworx SaaS Contract is made and entered into on MM/DD/YYYY, by and between: Leanworx Technologies Private Limited, the “Leanworx”, having its principal development center at 264/75, 36th Cross, 8 Block, Jayanagar, Bangalore 560070 and “User” [Company Name], having its principal office at [Address]
Subject to the terms of this Subscription Contract, Leanworx grants User a non-exclusive, non-transferable, non-sub licensable license to use the Software on machines stated in Contract for internal business purposes of monitoring machines and operators, governed by the terms set out in the following terms and conditions:
Clause 1: Pricing, Commercial terms
| Description | SaaS Fee, Rs. | Months | Machines No. | Total Rs. |
|---|---|---|---|---|
| Subscription per machine per month | ||||
| Machine utilization module | 2850 | 12 | 10 | |
| Microsoft AZURE Cloud / 4G data connectivity | ||||
| IIoT hardware tracker or Ethernet protocol DRIVER | ||||
| Software options to add, if required | ||||
| Add: Machine productivity module | 150 | X | X | X |
| Add: Operator productivity module | 200 | X | X | X |
| Add: Machine maintenance module | 200 | X | X | X |
| Add: Paper less shop floor operation | 300 | X | X | X |
| Add: CEO Analytics dashboard on Microsoft Power BI | 650 | X | X | X |
| Add: ANDON display software per screen | 350 | X | X | X |
| Hardware devices, bought out items | ||||
| Operator push button assembly with 6 buttons | 7500 | |||
| PLC with 8 DIO Ethernet LAN | 19000 | X | ||
| Installation and training | ||||
| Description | Tech Service | Hotel | Man days | Total |
| ONLINE Technical Service charges | Free | 0 | 2 | 0 |
| ONSITE Technical Service charges per man-day | 6600 | 6600 | 2 | 26400 |
| Travel from nearest support center by Road, Air, Rail | X | X | X | 00000 |
| After 1 year | ||||
| Data Retention charges, Rs.500 per Gb per year | ||||
| Database size more than 500 Mb × 200 No. of machines | ||||
| Payment terms | 100% against proforma invoice for 1 year |
| Delivery | 8–10 weeks from date of PO and SaaS contract |
| Validity of this offer | 25 March 2026 |
| Any special terms agreed | NIL |
| Minimum Order Quantity | |
| GST extra | 18% |
| GST no | 29AABCL4809L1Z6 |
| CIN no | U72200KA2008PTC046615 |
| PAN no | AABCL4809L |
| HSN Code | 85171890 |
| SAC code | 997331 |
| PO in favour of | Leanworx Technology Private Limited |
| Address to |
36 Cross 8 Block, Jayanagar Bangalore 560070 Sales@leanworxcloud.com |
| RTGS to | AXIS Bank, Jayanagar Bangalore |
| Account no | |
| IFSC code | U1 |
SaaS Contract: Duration and Payment Terms
a. SaaS fee for machines covered under this Contract shall remain fixed for three (3) years from the Contract date.
b. SaaS fees are revised annually on 1st April. Annual revisions do not apply to machines covered under the initial three (3) year term. Revisions apply only to new contracts, machines added after twelve (12) months from the Contract date, and renewals after completion of the initial three (3) year term.
c. Machines added within the first twelve (12) months from the Contract date shall be charged at the same contracted rate. The subscription period for such machines shall be limited to the remaining months of the original contract term so that all subscriptions purchased in a year end on the same expiry date.
d. Machines added after twelve (12) months from the Contract start date shall be charged at the SaaS fee prevailing at the time of addition.
e. After completion of the initial three (3) year term, renewal of SaaS fees for any machine shall be at the SaaS fee prevailing at the time of renewal.
| Scenario | Applicable SaaS Fee |
|---|---|
| Annual SaaS fee revision | Revised every on 1st April, valid for 12 months |
| Machines under contract | Fixed for 3 years from date of contract |
| Machines added within 12 months of Contract | Same as above but for residual months only |
| Machines added after 12 months | Fee as prevailing on date of addition |
| Machines renewed after 3 years | Fee as prevailing on date of renewal |
IIoT devices with SaaS
Leanworx provides IIoT hardware along with the SaaS subscription and not sold separately.
Transfer of licenses or IIoT Devices
Transfer of IIoT devices from one machine to another is generally not permitted. In exceptional and unavoidable circumstances, such transfer may be allowed at the Leanworx’s discretion and shall be subject to additional charges.
Discontinuation of Service
If the Services are discontinued or terminated for any reason, user access to the software shall stop on the effective date of discontinuation or termination. User data will be retained for thirty (30) days only to allow download, after which it may be deleted.
The User shall return all Leanworx-provided IIoT devices to Leanworx within thirty (30) days from the date of discontinuation or termination. The cost shipping shall be borne by the User. The devices must be returned in working condition, allowing for normal wear and tear from regular use. Leanworx may recover the residual value of the Leanworx-provided IIoT devices supplied as part of the subscription, if the device found to be damaged.
Non-Usage of Service
If the User does not use the Leanworx services for any period, no refunds or credits shall be provided for the unused duration.
1.1 Warranty on Leanworx software
Leanworx provides warranty of 13 months from of date of invoice. During this period Leanworx provides assurances that it will provide online technical support, bug fixes, and software feature enhancements updates. This warranty typically covers defects / bugs in the software that affect its stated functionality. Warranty does not include software modification or customization.
1.2 Warranty on bought-out hardware
Warranty on bought-out third party hardware like IIoT device or PLC against any manufacturing defects only, back to back arrangement with warranty terms provided by the respective Original Equipment Manufacturers, usually 12 months from date of Invoice. This warranty does not cover defects or damages resulting from misuse, accident, modification, unauthorized repair, or normal wear and tear. Users are responsible for properly maintaining and using the product according to the provided instructions. Failure to do so may void the warranty. There is no warranty on push buttons assemblies.
1.3 End of Life (EoL) for bought-out hardware
Leanworx IIoT devices and third-party components are governed by the respective manufacturers’ End-of-Life (EoL) policies. Once a component is declared EoL by the manufacturer or supplier, its continued availability and support will be subject to such policies. Where commercially and technically feasible, Leanworx may recommend suitable alternative or compatible components, which shall be provided at additional cost, if applicable.
Clause 2 : Data Security and Data Retention
2.1 Data Retention Policy
Data will be stored on the Cloud for one year from the date of installation. Each machine is allotted 500 MB of storage per year. Users may choose to delete data at the end of the year or extend storage by paying additional charges. If data retention fees are not paid, Leanworx reserves the right to delete the data, within 30 days of notification.
The User retains ownership of all raw machine and production data. Leanworx may use anonymized and aggregated data, without identifying the User, for analytics, benchmarking, and product improvement purposes only.
2.2 Data Security, Storage, and Encryption
All data is securely stored on Microsoft Azure Cloud and protected by Microsoft’s global security systems. For Leanworx IIoT devices using GSM, machine data is transmitted in encrypted form to Azure through an authorized IIoT Telecom Service Provider. If Microsoft and Telecom companies increase data carrying and holding rates over time, such increase will be passed on to the User.
2.3 Non-Intrusive Data Capture
Leanworx captures machine data solely through Ethernet or 24V relay contacts. It functions strictly as a passive data acquisition system and does not control, alter, or interfere with machine operations. All machine operation, performance, safety, and maintenance remain entirely under the User’s control.
2.4 Dependability on Public Data Services
Machine data is transmitted to the Cloud through secured public networks, either via GSM using Leanworx IIoT devices or through the Internet using a wired / wireless LAN connection. Reliable Internet connectivity with adequate bandwidth is required for uninterrupted data transmission. Leanworx IIoT devices are designed to cache data locally during GSM outages and transmit such data once connectivity is restored. Systems using direct Ethernet connections without local caching may experience data gaps during network interruptions. Data availability and transmission may be affected by Internet, bandwidth, or GSM network conditions outside Leanworx’s control.
Clause 3: Software Modules deliverables
Leanworx comprises five modules. Users may upgrade modules at any time based on their requirements. Each module includes predefined standard reports, dashboards, and mobile alerts. Details of the standard reports, dashboards, and mobile alerts covered under this Contract are set out in the Annexure A.
Any work, feature, report, dashboard, alert, customization, or deliverable not expressly included in the contracted deliverables shall be treated as additional scope and shall be charged at extra cost, including applicable taxes.
Clause 4: Installation, User Responsibilities
4.1 Applicable for Machines Without Ethernet Ports
a. The User shall be responsible for proper mounting and wiring of the IIoT or PLC devices on each applicable machine and shall provide and maintain a continuous, stable 24-volt DC power supply necessary for their reliable operation.
b. The User shall connect required 24-volt signals from the relays, to the IIoT or PLC device. Some sample signals required from the machine relays are shown in the table below:
| Machines | Type of 24V signals to be provided by User |
|---|---|
| CNC machines | Cycle ON, Cycle OFF (M30), Spindle ON/OFF, pallet change |
| Die Casting | Die open, die close, ejector pin, auto mode |
| Injection Molding | Die open, die close, ejector pin, auto mode |
| Presses | Ram up, Ram down, gauge forward or backward sensors |
c. The User shall securely mount the required push buttons on the machine and wire them to IIoT or PLC device together. Wiring diagram will be provided by Leanworx.
d. The User shall provide and install a SMART television and shall ensure uninterrupted 24×7 broadband internet connectivity for the real time Andon display.
e. For machines without Ethernet capability, Leanworx is designed for Do-It-Yourself (DIY) installation using IIoT devices and sensors by the User’s in-house maintenance personnel. Leanworx may provide guidance or documentation for such installation; however, responsibility for sensor placement, wiring, electrical connections, machine safety, data accuracy, and any resulting downtime shall remain with the User or any third-party service provider engaged by the User.
f. The User shall ensure that all site prerequisites, including space, power, safety, access, and site readiness, are fully completed prior to commencement of installation work.
4.2 Applicable for Machines with Ethernet Ports
a. The User shall provide an Android tablet with reliable internet connectivity for supervisory inputs and interaction with operational data.
b. The User shall ensure that the Ethernet ports of the machines are working and the necessary protocols licenses (see below) are enabled by the OEM on the CNC systems.
| CNC system | Ethernet Protocol licenses by OEM |
|---|---|
| Fanuc | FOCAS |
| Siemens, Brother D00 | OPC/UA |
| HAAS NGC, DMG, MAZAK, HURCO Mitsubishi M80 | MTConnect |
c. The User shall ensure that all machines are connected to a LAN supported by an DATA COLLECTOR PC (Intel Core i7 processor, 16GB RAM, 512GB RAID , Windows 11 ) supported by stable and continuous internet connectivity.
d. Where applicable and as per the order, the User shall provide and securely mount a PLC along with a push button on the relevant machine.
e. The User shall provide and install a SMART television and shall ensure uninterrupted 24×7 broadband internet connectivity for the Andon display.
f. For machines equipped with an operational Ethernet port, the User shall provide a working Ethernet network point at the machine location with continuous power and network connectivity. Leanworx shall configure the software platform and validate receipt of data from the Ethernet interface. Network availability, cabling, switches, firewalls, IT policies, and related infrastructure shall remain under the User’s control and responsibility.
g. The User shall ensure that all site prerequisites, including space, power, safety, access, and site readiness, are fully completed prior to commencement of work.
4.3 Optional Assistance
Any on-site or remote assistance provided by Leanworx during installation shall be limited to guidance and supervision. User shall not transfer accountability control to Leanworx.
Clause 5: Training topics, outcomes
5.1 Leanworx shall provide standard user training as part of the on-boarding process, limited to the scope and format specified in Annexure B.
5.2 The User shall ensure availability of nominated personnel for training and shall be responsible for internal knowledge transfer, usage discipline, and adherence to the training provided.
5.3 Any additional, advanced, customized, on-site, or repeat training requested beyond what is specified in Annexure B shall be treated as additional scope and may be provided at additional cost.
Clause 6 : Technical support SLA
6.1 Policy on technical support
Users must email technical support requests to support@leanworxcloud.com. Users can also raise tech support requests on Leanworx Helpdesk and keep track of the progress.
Technical support services are provided ONLINE ONLY, from 9:30 AM to 17:30 PM Monday through Saturday excluding public holidays. All technical issues are resolved by remote support through email, phone and remote support Internet tools like TeamViewer, Anydesk, MS TEAMS. Onsite tech support is available at extra charges:
| Outside Bangalore | In and around Bangalore | |
|---|---|---|
| Onsite technical charges | Rs.6600 per day | Rs.6600 per day |
| Hotel and Local travel | Rs.6000 per day | NIL |
| Travel from nearest support location | Rail, Road Air fare at actuals | NIL |
6.2 Leanworx SLA for tech support
| Service Availability | Software uptime 99.5% of the time measured monthly. | ||
| Excludes planned maintenance time with 48 hour advance notice by email. | |||
| Support time | 0930 to 1730 IST. Monday to Saturday. Sunday is weekly off. | ||
| Response times | Type | Definition | Response time |
|---|---|---|---|
| CRITICAL | Complete System down | 2 hours. Workaround in 1 day | |
| HIGH | Major feature impaired | 4 hours. Workaround in 3 days | |
| NORMAL | Minor feature impaired | 1 day. Workaround in 7 days | |
| Escalation | Level 1: Unsolved issues or delayed response – puneeth@leanworxcloud.com | ||
| Level 2: Unsolved issues or delayed response – kaushik@leanworxcloud.com | |||
Clause 7: Software specifications, Customization
7.1 Policy on updates
Leanworx continuously develops its software to provide feature enhancements. Any updates and minor feature enhancements will be made available free of charge for the duration of a valid subscription.
Minor feature enhancements mean incremental improvements that do not change the core functionality of the
software, do not introduce new modules, and do not require custom development. These include bug fixes, performance improvements, security patches, user interface refinements, report modifications using existing data,
and enhancements that are generally useful to all Users.
7.2 Policy on software specification
Leanworx reserves the right to make changes in the design specification without notice. Leanworx does not assure any customization, addition, modification or deletion of any feature however minor or relevant it may be. Constructive suggestions and user feedback are welcome. Leanworx makes no guarantees on incorporating user suggestions. Minor feature enhancements referred to in Clause 7.1 are provided at Leanworx’s discretion and do not constitute user-specific customization
7.3 Policy on Software Configuration or Settings
Software configuration refers to the process of setting up and adjusting various parameters and settings using the options available within Leanworx software.
Definition: Software Configuration aims to optimize the software’s behaviour and performance based on the needs of the user without making any changes to the software’s source code application, to make it work effectively for a specific use case or a user
Process: Software Configuration activities include selecting preferences, specifying rules, defining access controls, setting up user profiles, adjusting system settings, and enabling or disabling features provided by the software, enabling or restricting views to a user. Configuring an email client with server settings to receive alerts and daily reports, who can view which reports, by emails, mobile alerts.
Charges: Software configuration or settings is free of charge.
7.4 Policy on software customization or new software feature development
As shop floors evolve on their Industry 4.0 journey, there may arise requirements that go beyond the standard Leanworx module capabilities. Any request outside the contracted list of Leanworx deliverables will be treated as either Software Customization or New Feature Development, both of which are chargeable services. All customizations involve creation of new software source code, followed by rigorous testing and deployment. These involve:
Definition: This includes requests such as adapting Leanworx to suit specific machines (CNCs, PLCs), capturing additional machine/process parameters, developing new communication protocols, new logic, new UI/UX, creating new reports or dashboards, or building APIs for ERP or maintenance integration.
Process: The process begins with a brief RFQ from the User, followed by a detailed technical feasibility study and the preparation of a Software Requirements Specification (SRS). The SRS may involve enhancements to existing features, development of new algorithms, changes to logic or user interface, and the use of additional development tools. If required, an onsite feasibility study may be conducted. Any onsite visit involving significant time, effort, or travel shall be chargeable.
Software Customization Charges: Software customization is chargeable. Charges shall include the cost of technical feasibility studies and, where applicable, onsite visits. The final development cost shall be determined based on the approved SRS, considering complexity, feasibility, estimated development time, and the overall software engineering effort required based on number of man weeks.
Clause 8: IP Rights, Confidentiality, NDA
8.1 Limited Liability
In no event shall Leanworx or anyone else who has been involved in creation, production or delivery of this software be liable for any direct, indirect, consequential or incidental damages / loss arising out of the use, the results of use, or inability to use the software and its documentation.
8.2 Mutual Confidentiality and Ownership
Each Party (Licensor and the Licensee) shall treat all information received from the other—including technical, commercial, operational, and business data—as confidential and fiduciary in nature.
Both Parties shall ensure that their employees, agents, and subcontractors are bound by written confidentiality obligations to protect any proprietary or sensitive information accessed during the course of work.
During service delivery, each Party may become aware of the other’s internal methods, machine names and models, part details, cycle times, processes, or know-how technologies. This information shall not be disclosed to any third party or used for personal or commercial benefit without prior written consent. Each Party shall ensure its personnel uphold this confidentiality.
Any capital assets (equipment, tools, materials, etc.) provided by one Party to the other remain the property of the providing Party and shall be returned or dealt with as mutually agreed.
8.3 Mutual Non-Disclosure
All proprietary and confidential information exchanged under this Agreement—whether written, verbal, digital, or visual—including production data, machine performance, software outputs, drawings, models, and business practices, as well as the terms of this Agreement, shall be kept strictly confidential by both Parties and used solely for the purposes of this Agreement. These obligations of confidentiality shall survive the termination or expiry of this Agreement for a period of three (3) years. Disclosure is permitted only:
(i) if the information is public (not due to breach);
(ii) if legally or Governmental regulations (with prior notice, where feasible);
(iii) to employees, directors, or advisors who are bound by confidentiality;
(iv) if the information was already lawfully in possession prior to disclosure; or
(v) if independently developed without reference to the other Party’s data.
8.4 Force Majeure
In the event that either party is prevented from performing its obligations under this agreement due to circumstances beyond its reasonable control, including, but not limited to, acts of God, natural disasters, fires, floods, earthquakes, epidemics, pandemics, strikes, labour disputes, war, terrorism, governmental actions, and any other unforeseeable events, that party’s performance shall be excused without liability.
The affected party shall promptly notify the other party in writing of the circumstances causing the inability to perform and the expected duration of such inability. The parties shall make reasonable efforts to resume performance as soon as practicable.
8.5 IP rights, Confidentiality and Trademarks
Leanworx retains all right, title, and interest in and to: (i) the Products, all copies and derivative works thereof (by whomever produced) and all related Documentation and materials; (ii) all of the service marks, trademarks, trade names or any other designations, and (iii) all copyrights, patent rights, trade secret rights, and other proprietary rights in the Products. Buyer will not at any time challenge or assist others in challenging Leanworx trademarks or other proprietary rights, do or cause to get done any act or thing contesting or in any way impairing or tending to impair any said right, title, and interest of Leanworx. The ‘as-is’ provision is subject to the limited software warranty expressly stated in Clause 1.1.
Leanworx Technologies Pvt.Ltd. owns registered trademarks for Leanworx. The Leanworx software is rented to buyer ‘as-is’, not sold. This agreement only gives buyer some rights to use the software. Leanworx reserves all other rights. Buyer may use the software only as expressly permitted in this agreement. In doing so, buyer must comply with any technical limitations in the software that only allow buyer to use it in certain ways. Buyer may not: distribute the software, or publish the software for others to copy; reverse engineer, decompile or disassemble the software, work around any technical limitations in the software; or use the software or the data collected and stored in database to create programs that subset, alter, or extend any part of the Leanworx specifications. All technical information that may have come into your possession during installation must be treated as confidential.
8.6 Governing Law & Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of India. The courts at Bangalore shall have exclusive jurisdiction
Annexure A: Software Deliverables
| Module 1 | Machine Utilization | Mobile alerts | |
| MUR1 | Hourly parts count report | MUA1 | Shift target shortfall |
| MUR2 | Batch-wise production report | MUA2 | Shift target completed |
| MUR3 | Cycle time details report | MUA3 | Downtime due to specific reason |
| MUR4 | Downtime analysis Pareto / pie | MUA4 | Abnormal downtime |
| MUR5 | Big downtimes report | MUA5 | Abnormal cycle time |
| MUR6 | Downtimes at shift change | MUA6 | Abnormal load-unload time |
| MUR7 | Historical KPI trends | MUA7 | Abnormal setup time |
| Dashboards | MUA8 | Job start / Batch start | |
| MUD1 | Production dashboard – Manager | MUA9 | Job end / Batch end |
| MUD2 | Production dashboard – Supervisor | ||
| MUD3 | Machine run status bar | ||
| Module 2 | Machine Productivity | Mobile alerts | |
| MPR1 | OEE, A, P, Q analysis | MPA1 | Abnormal rejection % |
| MPR2 | OEE, A, P, Q comparison – machines | MPA2 | Rejection for specific reason |
| MPR3 | OEE, A, P, Q comparison – cells, shops | MPA3 | Spindle utilization low |
| MPR4 | Revenue loss report | MPA5 | Part rejected |
| MPR5 | Spindle utilization report | MPA6 | Machine On / Off |
| MPR6 | Rejection reasons analysis Pareto, Pie | MPA7 | OEE below target |
| MPR7 | Rejection report | MPA8 | Spindle utilization below target |
| MPR8 | Plant summary report | ||
| Dashboards | |||
| MPD1 | Productivity dashboard – Manager | ||
| MPD2 | Machine run status bar | ||
| MPD3 | Quick favourite reports | ||
| Module 3 | Operator Productivity | Mobile alerts | |
| OPR1 | Operator downtime comparison | OPA1 | No operator login |
| OPR2 | Operator planned vs actual | OPA2 | Operator logged in |
| OPR3 | Supervisor efficiency report | OPA3 | Operator logged out |
| OPR4 | Incentives report for HR | OPA4 | Production below target |
| OPA5 | Rejection too high | ||
| Dashboards | OPA1 | No operator login | |
| OPD1 | Operator scoreboard | OPA2 | Operator logged in |
| Module 4 | Machine maintenance | Mobile alerts | |
| MMR1 | Maintenance incidences report | MMA1 | Machine breakdown |
| MMR2 | MTBF, MTTR, MTTA report | MMA2 | Ticket not opened |
| MMR3 | MTBF, MTTR, MTTA trend report | MMA3 | Ticket not closed |
| MMR4 | AM completion status report | MMA4 | Ticket not approved |
| Dashboards | MMA5 | Maintenance started | |
| MMD1 | Maintenance dashboard | MMA6 | Maintenance approved |
| MMD2 | PM pending notification | ||
| Module 5 | Paperless shop floor | Mobile alerts | |
| PSR1 | Inspection data report | PSA1 | Consumable change |
| PSR2 | Tool and oil consumption incidents | PSA2 | Inspection data |
| PSR3 | Tool and oil consumption trend | PSA3 | Inspection done |
| PSR4 | Energy consumption report | ||
| PSR5 | Energy comparison trend | ||
| Instant viewing | |||
| PSD1 | Quality Dashboard | ||
| PSD2 | View machines maintenance PDF manuals | ||
| PSD3 | View machine maintenance videos | ||
| PSD4 | View 1 min training videos | ||
| PSD5 | View Part drawing, Process sheet | ||
| PSD6 | View Inspection sheet and tools list | ||
| PSD7 | View Control charts | ||
| PSD8 | View 1 min training videos | ||
| PSD9 | Autonomous Maintenance checklist | ||
| PSD10 | Autonomous Maintenance checklist | ||
Annexure B: Training
This Agreement shall be governed by and construed in accordance with the laws of India. The courts at Bangalore shall have exclusive jurisdiction
Supervisor Training Scope
Manager Training Scope
Leanworx shall provide training to designated managers covering configuration, monitoring, and reporting features of the software platform, including: