ATOA-Assisted Innovation

Bring the Problem. Bring the Idea. Bring the Application.

ATOA provides the engineering capability to develop it.

Concept → Engineering → Simulation → Optimization → Prototype → Validation

Assisted Innovation is a commercial engineering development service. 

The exact scope, deliverables, intellectual-property rights, fees, schedule, and commercialization arrangements are agreed for each project.

ATOA ASSIST INNOVATION TERMS AND CONDITIONS

Effective Date: 01 JAN 2024
Last Updated: 08 OCT 2026

These Terms and Conditions govern engineering development, modelling, simulation, optimization, prototyping, validation, and related technical services provided by ATOA Scientific Technology PVT LTD (“ATOA”) under an ATOA-Assisted Innovation project (“Project”).

By submitting a project request, approving a proposal, or commencing work with ATOA, the customer (“Client”) agrees to these Terms together with the applicable project proposal, quotation, statement of work, or agreement.

1. Purpose

ATOA-Assisted Innovation helps clients develop engineering concepts into technically evaluated designs, digital prototypes, physical prototypes, and validated engineering solutions.

A project may originate from:

• An ATOA Open Innovation.

• The Client's own engineering concept.

• A research result.

• An existing product or technology.

• A new engineering problem.

• A combination of ATOA and Client technologies.

The scope of each project is defined separately.

2. Nature of the Service

ATOA-Assisted Innovation is an engineering development service.

Depending on the agreed scope, ATOA may provide:

Problem Definition → Engineering Design → CAD/CAE/M5 Modelling → Simulation → Optimization → Digital Prototype → Physical Prototype → Testing/Validation

Not every project includes every stage.

The applicable proposal or statement of work will specify the services, deliverables, milestones, schedule, and commercial terms.

3. Project Scope

Before commencement, ATOA and the Client will agree, as applicable, on:

• Project objectives.

• Technical requirements.

• Scope of engineering work.

• Design assumptions.

• Analysis and simulation methods.

• Materials and operating conditions.

• Required deliverables.

• Prototype requirements.

• Testing and validation requirements.

• Project milestones.

• Schedule.

• Fees and payment terms.

• Intellectual-property arrangements.

Work outside the agreed scope may require a written change request and additional fees.

4. Client Responsibilities

The Client shall provide information reasonably required for the project, which may include:

• Application requirements.

• Product specifications.

• Operating conditions.

• Existing designs and CAD data.

• Material information.

• Experimental data.

• Performance requirements.

• Manufacturing constraints.

• Applicable standards.

• Relevant market or application information.

The Client is responsible for the accuracy and completeness of information supplied to ATOA.

Delays in receiving required information may affect the project schedule.

5. ATOA Responsibilities

ATOA will perform the agreed engineering work using appropriate engineering methods, computational tools, modelling approaches, and technical judgment.

Depending on the project, ATOA may use its M5 Architecture:

Multiscale • Multiphysics • Multimaterial • Multifunctional • Multimodal

ATOA will make reasonable efforts to deliver the agreed technical outputs within the agreed scope and schedule.

6. Deliverables

Deliverables may include, as specified in the project agreement:

• Engineering concepts.

• CAD models.

• Computational models.

• Simulation models.

• Simulation results.

• Design studies.

• Optimization results.

• Engineering drawings.

• Digital prototypes.

• Technical reports.

• Design recommendations.

• Performance predictions.

• Engineering data.

A deliverable is considered complete when it satisfies the acceptance criteria defined in the applicable project agreement.

7. Engineering Results and Validation

Simulation and analytical results are engineering predictions based on defined assumptions, models, material properties, boundary conditions, numerical methods, and available data.

Physical prototypes and experimental results may differ from predicted performance.

Where validation is included in the project scope, ATOA will perform the agreed validation activities.

Unless expressly included, Physical prototypes, certification, regulatory approval, production qualification, field validation, and independent third-party certification are outside the project scope.

8. Fees and Payment

ATOA-Assisted Innovation projects are provided on a commercial basis unless otherwise agreed.

The applicable proposal or agreement will specify:

• Project fee.

• Payment schedule.

• Taxes.

• Reimbursable expenses, where applicable.

• Prototype or material costs of  Third-party service costs.

• Additional work charges.

ATOA may suspend work if agreed payments are not received within the applicable payment period.

9. Intellectual Property

Intellectual-property ownership shall be determined by the applicable project agreement.

Unless otherwise agreed, each party retains ownership of intellectual property that it owned before the Project.

This includes:

Client Background IP — technology, designs, data, know-how, inventions, and other intellectual property supplied by the Client.

ATOA Background IP — ATOA's pre-existing technology, engineering methods, software, models, architectures, designs, know-how, inventions, and Open Innovations.

Project-specific intellectual property created during the Project shall be owned or licensed according to the applicable project agreement.

10. Confidentiality

Each party shall protect confidential information received from the other party and shall use such information only for the agreed Project.

Confidential information does not include information that:

• Is publicly available without breach of confidentiality.

• Was already lawfully known by the receiving party.

• Is independently developed without use of confidential information.

• Is lawfully received from a third party.

• Must be disclosed by law or regulatory requirement.

Additional confidentiality requirements may be established through a separate NDA.

11. Publication and Disclosure

Neither party shall publicly disclose confidential Project information belonging to the other party without authorization.

Publication of technical results, research findings, photographs, prototypes, or project information may require prior written agreement where confidential information or proprietary technology is involved.

12. No Guarantee of Performance or Commercial Outcome

ATOA provides engineering development based on the agreed requirements, assumptions, methods, and available information.

ATOA does not guarantee:

• Achievement of an unspecified performance level.

• Commercial success.

• Market acceptance.

• Manufacturing cost.

• Production yield.

• Regulatory approval.

• Patent grant.

• Freedom from third-party intellectual-property claims.

Specific performance guarantees apply only where expressly stated in the project agreement.

13. Safety and Regulatory Responsibility

The Client is responsible for determining the suitability of the developed technology for its intended application and for meeting applicable safety, regulatory, statutory, and industry requirements.

For safety-critical or regulated applications, additional testing, certification, professional review, and regulatory approval may be required.

ATOA's engineering work does not by itself constitute regulatory certification or product approval.

14. Use of Engineering Tools and Software

ATOA may use commercial, proprietary, open-source, or internally developed engineering tools and software.

Simulation models and technical files may be provided to the Client only where included in the agreed deliverables and where permitted by applicable software licenses.

Third-party software licenses remain subject to their respective terms.

15. Third-Party Materials and Services

A project may require third-party materials, manufacturing, testing, software, laboratory services, specialist engineering, or other external resources.

Unless otherwise agreed, third-party costs are additional to ATOA engineering fees.

ATOA will identify significant third-party requirements where reasonably foreseeable.

16. Project Schedule

Project schedules are based on the agreed scope, availability of required information, materials, facilities, approvals, and third-party resources.

Delays caused by changes in scope, late information, material availability, third parties, manufacturing, testing, or circumstances outside ATOA's reasonable control may result in corresponding schedule changes.

17. Termination

Either party may terminate a Project in accordance with the applicable project agreement.

Upon termination, the Client shall pay for completed work, approved expenses, committed third-party costs, and other amounts due under the agreement.

Deliverables completed and paid for will be provided according to the agreed terms.

Rights concerning unfinished work, intellectual property, confidentiality, and use of previously delivered materials will survive termination as specified in the applicable agreement.

18. Limitation of Liability

To the maximum extent permitted by applicable law, ATOA shall not be liable for indirect, incidental, special, consequential, or loss-of-profit damages arising from the Project.

ATOA's liability, if any, shall be subject to the limitations and exclusions established in the applicable project agreement.

Nothing in these Terms excludes liability that cannot legally be excluded.

19. Independent Engineering Responsibility

ATOA provides engineering development and technical assistance.

The Client remains responsible for final decisions concerning:

• Product design.

• Product specifications.

• Manufacturing.

• Testing.

• Safety.

• Regulatory compliance.

• Commercial deployment.

• Customer use.

The Client should conduct appropriate independent engineering review before commercial or operational deployment.

20. No Partnership or Agency

An Assisted Innovation project does not by itself create a partnership, joint venture, agency, employment relationship, or other legal relationship between ATOA and the Client.

A separate written agreement is required for any partnership, joint venture, licensing, technology transfer, investment, or new-business arrangement.

21. Governing Law

These Terms shall be governed by the laws of [India].

Any dispute shall be subject to the jurisdiction of [Bengaluru, Karnataka, India], unless otherwise agreed in writing.

22. Contact

For ATOA-Assisted Innovation enquiries: assist ei.assist@atoa.com  or corp.hq@atoa.com