Terms of Service

1. Company Information

These Terms of Service (“Terms”) govern the use of services provided by:

Synerlux SRL
Registered in Romania
Company Registration Number (CUI): 51504363
Trade Registry Number: J2025020905009
Email: contact@synerluxusa.com
Website: https://synerluxusa.com

By engaging our services, you (“Client”) agree to these Terms.

2. Scope of Services

Synerlux SRL provides professional services including, but not limited to:

• Web design and development
• Digital marketing services
• Business consulting
• European market expansion advisory

All services are defined in a separate written agreement, proposal, or statement of work (“SOW”).

3. Contract Formation

A binding agreement is formed when:

• The Client signs a proposal or agreement;
• The Client provides written approval (including email); or
• The Client submits payment for services.

Project-specific terms may override these Terms.

4. Fees and Payment

4.1 Pricing

All fees are specified in the applicable proposal or agreement.

4.2 Payment Terms

• 50% of the total project fee is required upfront before work begins.
• 50% is due upon completion of the project.

For website development projects:

• The final balance is due after the Client reviews and approves the completed website (including functionality),
• but before the website is published to the Client’s domain.

4.3 Currency

• All invoices are issued in USD, with the RON equivalent displayed for accounting purposes in Romania.

4.4 Late Payments

• Payments not received by the due date may incur statutory late payment interest in accordance with applicable Romanian law.
• Services may be paused or withheld until outstanding amounts are paid.

5. Client Responsibilities

The Client agrees to:

• Provide accurate and complete information
• Deliver required materials (content, assets, credentials) on time
• Review and approve deliverables promptly
• Ensure they have legal rights to all materials they provide

Delays caused by the Client may impact timelines and delivery.

6. Web Hosting and Domain Responsibility

For web development services:

• Clients are responsible for purchasing their own:
  • Domain name
  • Hosting services
• Synerlux SRL will provide guidance and instructions for:
  • Domain purchase
  • Hosting setup

Synerlux SRL is not responsible for third-party hosting providers or domain registrars.

7. Intellectual Property

7.1 Client Materials

The Client retains ownership of all materials they provide.

7.2 Deliverables

Upon full payment:

• The Client receives rights to the final deliverables as defined in the agreement
• Synerlux SRL retains ownership of:
  • Pre-existing tools, systems, and frameworks
  • Internal methodologies and know-how

7.3 Portfolio Rights

Synerlux SRL may showcase completed work in its portfolio unless otherwise agreed in writing.

8. Third-Party Services

Projects may involve third-party tools and platforms, including but not limited to:

• Hosting providers
• CMS platforms
• Marketing and advertising platforms

Synerlux SRL is not responsible for:

• Third-party performance or outages
• Changes in third-party services
• Costs charged by third-party providers

9. Marketing and Consulting Disclaimer

For marketing and consulting services:

• Results are not guaranteed
• Outcomes depend on external factors including:
  • Market conditions
  • Competition
  • Client execution

Synerlux SRL is not liable for business performance, revenue outcomes, or return on investment.

10. Warranties and Disclaimers

All services are provided “as is” and “as available.”

To the fullest extent permitted by law, Synerlux SRL disclaims all warranties, including:

• Merchantability
• Fitness for a particular purpose
• Non-infringement

We do not guarantee that services will be uninterrupted, error-free, or immune to security risks.

11. Limitation of Liability

To the maximum extent permitted by law:

• Synerlux SRL’s total liability is limited to the amount paid by the Client in the three (3) months preceding the claim

We are not liable for:

• Indirect or consequential damages
• Loss of profits, data, or business opportunities

12. Indemnification

The Client agrees to indemnify and hold Synerlux SRL harmless from any claims arising from:

• Client-provided materials
• Violations of applicable laws
• Infringement of third-party rights

13. Confidentiality

Both parties agree to:

• Keep confidential information private
• Use such information only for project-related purposes

This obligation survives termination.

14. Termination

14.1 By Either Party

Either party may terminate the agreement with written notice.

14.2 Immediate Termination

Synerlux SRL may terminate services immediately if:

• The Client breaches these Terms
• Payment obligations are not met

14.3 Effect of Termination

• All outstanding payments become immediately due
• Work may be stopped without further obligation

15. Geographic Scope of Services

Synerlux SRL currently provides services primarily to clients located in:

• Hawaii, United States

We may expand operations to additional regions, including California.

16. Governing Law and Dispute Resolution

These Terms are governed by the laws of Romania.

For international clients, particularly those based in the United States:

• Any dispute, controversy, or claim arising out of or in connection with these Terms shall be resolved through binding arbitration.
• Arbitration shall be conducted in English under the rules of the American Arbitration Association (AAA), the International Chamber of Commerce (ICC), or another mutually agreed arbitration body.
• Arbitration shall be conducted remotely (online), unless the parties agree otherwise in writing.
• Each party shall bear its own legal costs unless otherwise determined by the arbitrator.

This clause does not prevent either party from seeking interim or injunctive relief in a competent court where necessary.

17. Data Protection

• Services may involve the processing of data within the European Union
• Applicable data protection laws, including GDPR, may apply

Where required, a separate Data Processing Agreement (DPA) may be executed.

18. Force Majeure

Synerlux SRL is not liable for delays or failure to perform due to events beyond reasonable control, including:

• Natural disasters
• Internet or infrastructure failures
• Government actions

19. Amendments

We may update these Terms at any time.

Updated Terms become effective upon publication on our website.

20. Contact

For questions or inquiries:

Email: contact@synerluxusa.com
Website: https://synerluxusa.com