Terms of Service

These Terms of Service ("Terms") govern your access to and use of the website and services provided by Trinx Solutions SRL ("Trinx", "we", "us", or "our"), a company organized and existing under the laws of Romania, with its registered office in Timisoara, Timis County, Romania. By accessing our website or engaging our services, you agree to be bound by these Terms in their entirety. If you do not agree with any part of these Terms, you must not use our website or services. These Terms constitute a legally binding agreement between you and Trinx Solutions SRL. If you are accepting these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms.

Trinx Solutions SRL provides professional software development, technology consulting, and related digital services. Our offerings include, but are not limited to:

- Custom software development: Design, development, testing, and deployment of bespoke software applications tailored to client requirements.
- Web and mobile application development: Creation of responsive web applications and native or cross-platform mobile applications.
- Technology consulting: Strategic advisory services on technology architecture, digital transformation, system integration, and technology stack selection.
- UI/UX design: User interface and user experience design services to enhance digital products.
- Maintenance and support: Ongoing maintenance, updates, and technical support for software products we develop.

The specific scope, deliverables, timelines, and pricing for any engagement are defined in individual project proposals and contracts agreed upon by both parties prior to the commencement of work.

Our standard engagement process is as follows:

- Initial consultation: We begin with a free initial consultation to understand your requirements, goals, and project scope.
- Proposal: Based on our consultation, we prepare a detailed project proposal outlining the scope of work, estimated timelines, milestones, deliverables, and pricing. All proposals are valid for 30 days from the date of issuance unless otherwise specified.
- Contract execution: Upon acceptance of a proposal, both parties execute a formal services agreement that defines the complete terms of the engagement, including payment terms, deliverables, acceptance criteria, and other project-specific provisions.
- Payment terms: Unless otherwise agreed in the services agreement, payment terms are as follows: a deposit of 30% of the total project fee is due upon contract execution, with the remaining balance invoiced according to the milestone schedule defined in the agreement. All invoices are payable within 14 days of issuance. Late payments may incur interest at a rate of 0.05% per day of delay, as permitted under Romanian law.
- Project delivery: Work is delivered according to the agreed timeline and milestones. Each deliverable is subject to a client review and acceptance period as specified in the services agreement.

To ensure the successful delivery of our services, you agree to:

- Provide accurate and complete information: You shall provide all information, materials, access credentials, and feedback necessary for us to perform the services in a timely manner.
- Designate a point of contact: You shall designate an authorized representative who will serve as the primary point of contact for all project-related communications and who has the authority to make decisions and provide approvals on your behalf.
- Timely feedback and approvals: You shall provide feedback and approvals within the timeframes specified in the services agreement. Delays in providing feedback or approvals may result in corresponding adjustments to the project timeline and, where applicable, additional costs.
- Compliance with laws: You shall ensure that any content, materials, or instructions you provide to us comply with all applicable laws and regulations and do not infringe the intellectual property rights or other rights of any third party.

Intellectual property rights in connection with our services are governed as follows:

- Client deliverables: Upon full payment of all fees due under the applicable services agreement, all intellectual property rights in the custom deliverables created specifically for you as part of the engagement ("Client Deliverables") are assigned to you. This assignment is effective only upon receipt of full payment.
- Pre-existing intellectual property: Trinx retains all rights, title, and interest in any pre-existing intellectual property, including but not limited to proprietary frameworks, libraries, tools, methodologies, code snippets, templates, and know-how that were developed by Trinx prior to or independently of the engagement ("Pre-Existing IP"). Where Pre-Existing IP is incorporated into Client Deliverables, Trinx grants you a non-exclusive, perpetual, worldwide license to use such Pre-Existing IP solely as part of the Client Deliverables.
- Third-party components: Deliverables may incorporate open-source or third-party software components. Such components remain subject to their respective license terms, which we will identify and disclose to you.
- Portfolio rights: Unless otherwise agreed in writing, Trinx reserves the right to reference the engagement and display non-confidential elements of the work in its portfolio and marketing materials.

- Trinx warrants that all services will be performed in a professional and workmanlike manner, consistent with generally accepted industry standards.
- We warrant that deliverables will materially conform to the specifications and acceptance criteria defined in the applicable services agreement for a period of 30 days following acceptance ("Warranty Period"). During the Warranty Period, we will correct any material defects or non-conformities at no additional charge.
- Except as expressly stated in these Terms or in an applicable services agreement, all services and deliverables are provided "as is" and "as available". To the maximum extent permitted by applicable law, Trinx disclaims all other warranties, whether express, implied, or statutory, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
- We do not warrant that our website will be available at all times, uninterrupted, or error-free, or that defects will be corrected. The information on our website is provided for general informational purposes only and does not constitute professional advice.

To the maximum extent permitted by applicable law:

- In no event shall Trinx Solutions SRL, its directors, employees, or agents be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, revenue, data, business opportunities, or goodwill, arising out of or in connection with these Terms, our services, or our website, regardless of the theory of liability.
- Trinx's total aggregate liability for all claims arising out of or in connection with any services agreement shall not exceed the total fees paid by you to Trinx under that specific services agreement during the 12-month period preceding the event giving rise to the claim.
- These limitations apply regardless of whether the damages arise from breach of contract, tort (including negligence), strict liability, or any other legal theory, and even if Trinx has been advised of the possibility of such damages.
- Nothing in these Terms shall exclude or limit liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under applicable law.

Both parties acknowledge that during the course of an engagement, they may receive or have access to confidential information belonging to the other party.

- Definition: "Confidential Information" means any non-public information disclosed by one party (the "Disclosing Party") to the other party (the "Receiving Party") that is designated as confidential or that, given the nature of the information or the circumstances of disclosure, should reasonably be understood to be confidential. This includes, but is not limited to, business plans, technical specifications, source code, designs, trade secrets, financial information, and client data.
- Obligations: The Receiving Party agrees to hold all Confidential Information in strict confidence, to use it only for the purposes of the engagement, and to not disclose it to any third party without the Disclosing Party's prior written consent, except to employees, contractors, or advisors who need to know the information and are bound by confidentiality obligations at least as protective as those set forth herein.
- Exclusions: Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was known to the Receiving Party prior to disclosure; (c) is independently developed by the Receiving Party without reference to the Confidential Information; or (d) is required to be disclosed by law, regulation, or court order, provided that the Receiving Party gives the Disclosing Party prompt notice of such requirement.
- Duration: Confidentiality obligations survive the termination of any engagement for a period of 3 years.

- Either party may terminate a services agreement by providing 30 days' written notice to the other party.
- Either party may terminate a services agreement immediately upon written notice if the other party commits a material breach of the agreement and fails to cure such breach within 15 days after receiving written notice specifying the breach.
- Upon termination by the client without cause, the client shall pay for all services performed and expenses incurred up to the date of termination, as well as any non-cancellable commitments made by Trinx in connection with the engagement.
- Upon termination for any reason: (a) each party shall return or destroy all Confidential Information of the other party; (b) Trinx shall deliver to the client all completed and in-progress deliverables for which payment has been made; and (c) any provisions of these Terms that by their nature should survive termination shall continue in full force and effect, including but not limited to Sections 5, 7, 8, and 11.
- Trinx reserves the right to suspend services if any invoice remains unpaid for more than 30 days past its due date, without prejudice to any other rights or remedies available to Trinx.

These Terms and any disputes arising out of or in connection with them shall be governed by and construed in accordance with the laws of Romania, without regard to its conflict of law principles. The courts of Timisoara, Romania shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter.

Before initiating any legal proceedings, the parties agree to attempt to resolve any dispute through good-faith negotiation for a period of at least 30 days. If the dispute cannot be resolved through negotiation, either party may submit the dispute to mediation in accordance with the Romanian Mediation Law (Law No. 192/2006). If mediation fails to resolve the dispute within 60 days of the appointment of the mediator, either party may proceed to litigation before the competent courts of Timisoara.

- Entire agreement: These Terms, together with any applicable services agreement and its annexes, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior or contemporaneous communications, proposals, and agreements, whether oral or written.
- Amendments: No amendment or modification of these Terms shall be effective unless made in writing and signed by both parties. We reserve the right to update these Terms as they apply to the use of our website; the updated version will be posted on our website with a revised date.
- Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.
- Assignment: You may not assign or transfer any of your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations under these Terms without your consent in connection with a merger, acquisition, or sale of all or substantially all of our assets.
- Waiver: The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
- Force majeure: Neither party shall be liable for any failure or delay in performing its obligations where such failure or delay results from circumstances beyond the reasonable control of that party, including but not limited to natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, epidemics, internet outages, or strikes.

If you have any questions about these Terms of Service, please contact us:

Trinx Solutions SRL
Timisoara, Timis County, Romania
Email: contact@trinxsolutions.com

We welcome your questions and feedback and will make every effort to respond promptly.