Here is the full contract based on your inputs: --- ### **CONTRACT AGREEMENT** This Contract Agreement ("Agreement") is entered into as of **April 1, 2025**, by and between: **Party A:** TechNova Solutions LLC, a software development company with a principal place of business at **123 Innovation Drive, New York, NY, USA**. **Party B:** GreenWave Enterprises Ltd., a renewable energy company with a principal place of business at **45 EcoTech Avenue, London, UK**. --- ### **1. PURPOSE OF CONTRACT** The purpose of this Agreement is to establish the terms and conditions under which **TechNova Solutions LLC** will develop a **custom energy management software** for **GreenWave Enterprises Ltd.** --- ### **2. DURATION** This Agreement shall commence on **April 1, 2025**, and shall continue until **March 31, 2026**, unless earlier terminated in accordance with Section 6. --- ### **3. PAYMENT TERMS** **3.1 Payment Structure** – GreenWave Enterprises Ltd. shall compensate TechNova Solutions LLC as follows: **Fixed total fee of $120,000**. **3.2 Payment Schedule** – Payments shall be made in **quarterly installments of $30,000** due on the first business day of each quarter. **3.3 Late Payment Fees** – Any late payments beyond **10 days** shall incur a penalty of **2% per month on overdue amounts** until paid in full. --- ### **4. RESPONSIBILITIES OF THE PARTIES** **4.1 TechNova Solutions LLC Responsibilities:** - Develop and deliver a fully functional energy management software as per the agreed-upon specifications. - Provide technical support for a period of **six (6) months** post-delivery. **4.2 GreenWave Enterprises Ltd. Responsibilities:** - Provide necessary project requirements and data access to TechNova Solutions LLC. - Make timely payments as per the agreed schedule. --- ### **5. DISPUTE RESOLUTION** In the event of any dispute arising under this Agreement, the parties agree to resolve the matter as follows: - **Mediation:** The parties shall first attempt to resolve the dispute through mediation in good faith. - **Arbitration:** If mediation fails, the dispute shall be submitted to binding arbitration in **New York, USA**, under the rules of the **American Arbitration Association (AAA)**. - **Trial:** If arbitration is waived or deemed unenforceable, the matter shall be resolved in the courts of **New York, USA**. --- ### **6. TERMINATION FOR CAUSE** This Agreement may be terminated by either party under the following conditions: - **Breach of Contract:** If the other party materially breaches this Agreement and fails to remedy the breach within **30 days** of written notice. - **Insolvency:** If either party files for bankruptcy or becomes unable to meet financial obligations. - **Force Majeure:** If a force majeure event (as defined in Section 8) continues for more than **60 days**. --- ### **7. CONFIDENTIALITY & INTELLECTUAL PROPERTY RIGHTS** **7.1 Confidentiality:** Each party agrees to maintain the confidentiality of any proprietary or sensitive information exchanged under this Agreement. **7.2 Intellectual Property:** All intellectual property developed under this Agreement shall be owned by **TechNova Solutions LLC**, unless otherwise agreed in writing. --- ### **8. FORCE MAJEURE** Neither party shall be liable for failure to perform its obligations due to events beyond its reasonable control, including but not limited to natural disasters, government actions, war, or strikes. --- ### **9. GOVERNING LAW & JURISDICTION** This Agreement shall be governed by and construed in accordance with the laws of **New York, USA**. Any legal action arising under this Agreement shall be brought in the courts of **New York, USA**. --- ### **10. EXECUTION** This Agreement shall be executed in counterparts, each of which shall be deemed an original. By signing below, the parties acknowledge and agree to the terms stated herein. **Party A Signature:** ___________________________ **Date:** __________ **Party B Signature:** ___________________________ **Date:** __________ --- This contract includes all essential elements, making it legally enforceable. Let me know if you need any revisions or additional clauses.