Welcome to Zentrix, the cloud-based business management suite offered by Vyzze Global (Private) Limited (“Vyzze”, “we”, “our”, or “us”). These Terms of Service (the “Terms”) govern your (“Client”, “you”, or “your”) access to and use of the Zentrix platform and related services (collectively, the “Services”).
By using the Services, you agree to these Terms and all referenced agreements, including:
- Master Service Agreement (“MSA”)
- Partner Data Processing Agreement (“DPA”)
- Acceptable Use Policy (“AUP”)
- Privacy Policy
- Refund Policy
1. Services and License
- 1.1 Services. We offer modules including ERP, POS, CRM, accounting, inventory, analytics, AI-powered tools, mobility, integrations (e.g., Stripe, DHL, WhatsApp Business API), support, and training.
- 1.2 Grant of License. We grant you a limited, non-exclusive, non-transferable license to access and use the Services for internal business operations, subject to your subscription and these Terms.
2. Account Access and Security
- You are responsible for maintaining secure login credentials.
- Notify us promptly of any unauthorized access.
- You are responsible for all actions taken through your account.
Alignment with Other Policies
You agree to comply with:
- MSA for service deliverables and responsibilities
- DPA to ensure compliance with data privacy laws (e.g., GDPR, Sri Lankan PDPA)
- AUP to prevent misuse (e.g., no malicious code, no fraud)
- Privacy Policy for data collection and processing details
- Refund Policy for subscription cancellations and refunds
These form part of these Terms.
4. Permitted Use and Restrictions
4.1 Use
- Use Services only for lawful business operations.
- Grant access only to authorized personnel.
4.2 Restrictions
Do not:
- Reverse-engineer or attempt to replicate the platform
- Send spam, malicious code, or infringe third-party rights
- Violate applicable laws
- Breach any of the referenced policies
Subscription Pricing & Fees
- 5.1 Fees. Fees are specified in your Order Form or MSA.
- 5.2 Billing & Payment. Payments are due per billing schedule. Late payments may incur interest (per MSA) or temporary suspension of access.
- 5.3 Refunds. Refunds follow Refund Policy.
- 6.1 SLA. We aim for high availability (e.g. 99.5% online time per billing cycle).
- 6.2 Maintenance. We may schedule maintenance with advance notice; emergencies will be prioritized and communicated.
- 6.3 Support. Support channels and SLAs are detailed in your MSA. We strive to respond promptly and efficiently.
7. Your Content & Data
- 7.1 Ownership. You retain full ownership of all content and data you upload.
- 7.2 Data Rights. We process data in accordance with the Privacy Policy and DPA.
- 7.3 Data Security. We implement industry-standard security protocols. Backups are provided according to your subscription; emergency recovery procedures are available.
- 7.4 Export & Deletion. You may export your data via self-service tools or request assistance. After termination, data will be archived, deleted, or returned per the Privacy Policy unless legally required otherwise.
Intellectual Property
- Vyzze retains all IP rights in the platform, code, design, trademarks, and documentation.
- You’re granted no rights beyond those expressly provided.
9. Third-Party Integrations
- We integrate with third-party services (e.g., payment processors, shipping, messaging). Use of those services is subject to each provider’s terms.
- We don’t warrant third-party performance or availability.
10. Warranties & Disclaimers
- 10.1 Mutual warranties. Each party affirms it has the authority and complies with applicable laws.
- 10.2 Service warranty. We warrant the Services will materially conform to documentation and be provided in a professional manner.
- 10.3 Disclaimer. Except as stated, the Services are provided “as is” and “as available”—we disclaim all implied warranties (e.g., merchantability, fitness for purpose, non-infringement).
Limitation of Liability
- 11.1 Cap on damages. Liability is capped at the aggregate of fees paid by you in the 12 months prior to the claim.
- 11.2 Exclusions. Neither party is liable for indirect, incidental, special, punitive, or consequential damages (e.g., lost profits, data loss), even if advised of the possibility.
12. Term, Termination, & Suspension
- 12.1 Term and renewal. Effective upon acceptance and continues per Order Form/Subscription.
- 12.2 Suspension. Non-payment, breach, or legal requirements may lead to temporary suspension after notice.
- 12.3 Termination. Either party may terminate per the MSA. On termination, your access ends immediately.
- 12.4 Data handling. You may export data within [30 days]. After that, data will be deleted or archived per the Privacy Policy.
- We may update features, integrations, and pricing. Material changes to these Terms will be communicated 30 days in advance.
- Continuing to use the Services after notice means you accept the changes.
14. Confidentiality
- Each party agrees to keep confidential the other’s proprietary or non-public information.
- Confidentiality obligations last five years after termination, except with respect to trade secrets (which last as long as they qualify).
15. Dispute Resolution & Governing Law
- Governed by the laws of Sri Lanka & Singapore.
- Disputes should first be discussed in good faith. Unresolved disputes will go to arbitration in Colombo per the MSA.
- Injunctive relief is available for breach of confidentiality, IP, or data provisions.
16. Entire Agreement
These Terms, the MSA, DPA, AUP, Privacy Policy, Refund Policy, and your Order Form constitute the entire agreement and supersede prior communications.