1. Introduction
These Terms & Conditions ("Terms") govern your access to and use of the website operated by Tronolex Technologies Private Limited ("Tronolex", "we", "our" or "us") at tronolex.com, together with any subdomains, applications, APIs and related services (collectively, the "Site" and "Services").
By accessing or using the Site, or by engaging us to provide Services, you agree to be bound by these Terms and by our Privacy Policy, Cookie Policy and Acceptable Use Policy, which are incorporated into these Terms by reference. If you do not agree with any part of these Terms, you must not use the Site or the Services.
2. Definitions
In these Terms, the following terms have the meanings set out below:
- "Client" means the individual or organisation that engages Tronolex to provide Services, or that receives access to the Services under a separate agreement.
- "Confidential Information" means any non-public information disclosed by one party to the other, whether in writing, orally or by any other means, that is designated as confidential or that a reasonable person would understand to be confidential.
- "Deliverables" means the materials, software, documentation and other work product produced by Tronolex for a Client under an engagement.
- "Services" means the engineering, consulting, research and related services described on the Site or in a separate agreement, including AI & data engineering, cloud and digital infrastructure, product engineering, cybersecurity and compliance, automation & IoT, and research & innovation.
- "Site" means the website at tronolex.com and all related subdomains and applications.
- "User" or "you" means any person who accesses or uses the Site or the Services.
3. Use of the Site and Services
The Site is provided for information about Tronolex and its services. You may use the Site for lawful purposes only and in accordance with these Terms and our Acceptable Use Policy.
You agree not to, and not to attempt to:
- Use the Site in any way that violates applicable law or regulation.
- Interfere with or disrupt the Site, its servers, networks or connected systems.
- Attempt to gain unauthorised access to any part of the Site, other accounts, systems or networks connected to the Site.
- Upload or transmit viruses, malware, or any malicious code.
- Scrape, harvest or collect data from the Site in a manner that is excessive or that violates our Acceptable Use Policy.
- Impersonate any person or entity or misrepresent your affiliation.
The content on the Site, including descriptions of services and capabilities, is provided for general information and does not constitute an offer or a binding commitment. Specific engagements, scope, timelines and fees are described in a written proposal, statement of work or master services agreement.
4. Services and Engagements
Where you engage Tronolex to provide Services, the particular scope, deliverables, timelines, fees and payment terms will be set out in a written agreement, statement of work (SOW), proposal or purchase order (each an "Engagement"). In the event of any inconsistency between these Terms and an Engagement, the Engagement prevails to the extent of the inconsistency.
Each party will nominate a point of contact and will cooperate in good faith to enable the delivery of the Services. Tronolex will perform the Services using reasonable skill and care, in accordance with agreed specifications and applicable industry standards.
- The Client is responsible for providing accurate and timely information, access and resources reasonably required for Tronolex to perform the Services.
- Tronolex may rely on the accuracy of information provided by the Client and is not responsible for errors arising from incomplete or incorrect Client information.
- Any changes to scope will be agreed in writing and may be subject to revised fees and timelines.
Unless otherwise agreed, Tronolex will use commercially reasonable efforts to meet milestones, but time estimates are provided in good faith and are not guarantees of completion by a particular date.
5. Intellectual Property
All intellectual property in the Site, including text, graphics, logos, software, data, and any technology, tools, methodologies and frameworks developed by Tronolex, is and remains the property of Tronolex or its licensors. All rights not expressly granted in these Terms are reserved.
You may view, download and print pages from the Site for your own personal, non-commercial use, and you may share our public content with appropriate attribution. You may not:
- Reproduce, modify, distribute, or create derivative works from the Site or its content except as expressly permitted.
- Use Tronolex trade marks, logos or branding without prior written consent.
- Misrepresent your affiliation with Tronolex or the origin of any content.
Intellectual property ownership in any Deliverables created under an Engagement will be governed by the terms of that Engagement. Unless the Engagement states otherwise, Tronolex retains ownership of pre-existing tools, methodologies and materials incorporated into Deliverables, and grants the Client a license to use such pre-existing materials to the extent necessary to use the Deliverables.
6. Confidentiality
Each party agrees to keep confidential any Confidential Information of the other party and to use it solely for the purpose for which it was disclosed. Neither party will disclose Confidential Information to third parties except to those of its personnel and advisers who need to know it and who are bound by obligations of confidentiality, or as required by law.
Confidential Information does not include information that is or becomes publicly available through no breach of these Terms, that was lawfully known before disclosure, that is independently developed, or that is received from a third party without similar obligations.
These confidentiality obligations survive the termination of these Terms and any Engagement.
7. Fees and Payment
Fees for Services are as set out in the relevant Engagement. Unless otherwise agreed, fees are quoted exclusive of taxes, which will be added at the applicable rate. Where Tronolex incurs agreed expenses in delivering the Services, these will be invoiced in accordance with the Engagement.
Invoices are payable within the period stated in the Engagement. Tronolex may suspend performance of Services if payment is overdue. Without prejudice to our other rights, Tronolex may charge interest or late-payment fees on overdue amounts at the rate permitted by applicable law.
8. Warranties and Disclaimer
Tronolex warrants that it will perform the Services using reasonable skill and care. To the maximum extent permitted by law, the Site and all content are provided on an "as is" and "as available" basis, without warranties of any kind, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose, non-infringement and accuracy.
Tronolex does not warrant that the Site will be uninterrupted, secure, or free of errors or viruses, or that the information presented is complete or current. Any reliance you place on the Site is at your own risk.
Where Services involve software engineering, AI systems or infrastructure, Tronolex does not warrant that results will be error-free or that systems will be immune to all failures, and the warranties in any Engagement prevail over this general disclaimer.
9. Limitation of Liability
To the maximum extent permitted by applicable law, neither party will be liable to the other for any indirect, incidental, special, consequential or punitive damages, or for any loss of profits, revenue, data, goodwill or business opportunity, arising out of or in connection with these Terms, the Site or the Services.
Each party's total aggregate liability arising out of or in connection with these Terms or any Engagement, whether in contract, tort (including negligence) or otherwise, is limited to the amounts actually paid or payable by the Client to Tronolex under the relevant Engagement in the twelve months preceding the event giving rise to liability, or such other limit as may be agreed in the Engagement.
Nothing in these Terms limits or excludes liability that cannot be limited or excluded under applicable law, including liability for death or personal injury caused by negligence, or for fraud or fraudulent misrepresentation.
10. Indemnification
The Client agrees to indemnify and hold harmless Tronolex and its officers, directors, employees and agents from and against any claims, damages, liabilities, costs and expenses (including reasonable legal fees) arising out of or in connection with:
- The Client's use of the Site or the Services in breach of these Terms.
- The Client's violation of applicable law or the rights of any third party.
- Any content, data or materials provided by the Client to Tronolex.
11. Termination
You may stop using the Site at any time. Tronolex may suspend or terminate your access to the Site, in whole or in part, if you breach these Terms or our Acceptable Use Policy, or if required by law.
Termination of an Engagement will be governed by the terms of that Engagement, including any notice periods, payment obligations for work performed, and return or deletion of materials and Confidential Information.
Provisions of these Terms which by their nature are intended to survive termination, including those relating to intellectual property, confidentiality, limitation of liability, indemnification and governing law, will survive.
12. Third-Party Links and Content
The Site may contain links to third-party websites, services or resources. These links are provided for convenience only. We do not control and are not responsible for the content, privacy practices or availability of any third-party sites. Your use of third-party sites is subject to their own terms and policies.
13. Changes to These Terms
We may update these Terms from time to time to reflect changes in our practices, services or legal requirements. When we make material changes, we will update the date at the top of this page and, where appropriate, notify you. Your continued use of the Site or the Services after changes take effect constitutes acceptance of the revised Terms.
14. Governing Law and Dispute Resolution
These Terms are governed by and construed in accordance with the laws of India, without regard to principles of conflicts of law. Any dispute arising out of or in connection with these Terms will be subject to the exclusive jurisdiction of the courts of India.
Where an Engagement is between parties in different jurisdictions, the governing law and forum specified in that Engagement will apply.
15. General Provisions
If any provision of these Terms is held to be invalid or unenforceable, that provision will be deemed modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.
Our failure to enforce any provision of these Terms does not constitute a waiver of that provision. No waiver is effective unless in writing.
These Terms, together with the Privacy Policy, Cookie Policy, Acceptable Use Policy and any Engagement, constitute the entire agreement between you and Tronolex regarding the Site and the Services.
16. Contact Us
If you have any questions about these Terms, please contact us by email at tronolextechnologies@gmail.com. We endeavour to respond to all enquiries promptly.