Sciontel USA Inc
Terms and Conditions for Sciontel USA Inc
Last Updated: January 26, 2025
These Terms and Conditions ("Agreement") govern the services and products provided by Sciontel USA Inc ("Sciontel", "we", "us", or "our"), a company registered in Delaware, USA, to you ("Client" or "you").
By accessing or using our services or products, you agree to be bound by this Agreement.
If you do not agree to these terms, you may not use our services or products.
1. Definitions
In this Agreement, the following terms shall have the meanings ascribed to them:
"Services" means the IT consulting services provided by Sciontel.
"Products" means the mobile and desktop applications developed and offered by Sciontel.
"Intellectual Property Rights" means all patents, rights to inventions, copyright and related rights, trademarks, trade names and domain names, rights in goodwill, rights in designs, rights in computer software, database rights, rights in confidential information and any other intellectual property rights, in each case whether registered or unregistered and including all applications (or rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
"Confidential Information" means information that is proprietary or confidential and is either clearly labeled as such or identified as Confidential Information by the disclosing party.
2. Services and Products
2.1 Sciontel agrees to provide the Services and Products as described in the applicable statement of work or product description.
2.2 Sciontel reserves the right to modify, suspend, or discontinue any part of the Services or Products at any time with reasonable notice to the Client.
3. Client Obligations
3.1 The Client agrees to provide Sciontel with all necessary information, access, and cooperation required to deliver the Services and Products effectively.
3.2 The Client is responsible for maintaining the confidentiality of any account credentials provided by Sciontel and for all activities that occur under the Client's account.
4. Intellectual Property Rights
4.1 All Intellectual Property Rights in the Services and Products shall remain the property of Sciontel or its licensors.
4.2 The Client is granted a non-exclusive, non-transferable license to use the Services and Products for their intended purpose during the term of this Agreement.
5. Fees and Payment
5.1 The Client agrees to pay the fees as specified in the applicable statement of work or product pricing.
5.2 All invoices are due within 30 days of the invoice date unless otherwise specified.
5.3 Sciontel reserves the right to suspend Services or access to Products if payment is not received within the specified timeframe.
6. Confidentiality
6.1 Each party agrees to keep confidential all Confidential Information disclosed by the other party and to use such Confidential Information only for the purposes of this Agreement.
6.2 This obligation of confidentiality shall survive the termination of this Agreement for a period of five years.
7. Data Protection and Privacy
7.1 Sciontel will comply with all applicable data protection and privacy laws in the processing of Client data.
7.2 The Client agrees to comply with Sciontel's Privacy Policy, which is incorporated into this Agreement by reference.
8. Warranties and Disclaimers
8.1 Sciontel warrants that it will provide the Services and Products with reasonable care and skill.
8.2 To the extent permitted by law, all other warranties, conditions, or terms not expressly stated in this Agreement are excluded.
9. Limitation of Liability
9.1 To the fullest extent permitted by law, Sciontel's total liability for any claims arising under this Agreement shall not exceed the amount paid by the Client for the Services or Products giving rise to the claim in the 12 months preceding the event giving rise to the claim.
9.2 Neither party shall be liable for any indirect, incidental, special, consequential, or punitive damages.
10. Termination
10.1 Either party may terminate this Agreement with 30 days' written notice to the other party.
10.2 Sciontel may terminate this Agreement immediately if the Client breaches any material term of this Agreement and fails to remedy such breach within 14 days of being notified of the breach.
11. Use of Paddle as Merchant of Record
11.1 For certain Products, Sciontel may use Paddle as a Merchant of Record.
In such cases, the sale of these Products will also be subject to Paddle's Terms and Conditions, which can be found at https://www.paddle.com/legal/terms.
11.2 The Client acknowledges that when purchasing Products for which Paddle is the Merchant of Record, they will be subject to Paddle's terms in addition to this Agreement.
12. Governing Law and Jurisdiction
12.1 This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, USA.
12.2 Any disputes arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of Delaware, USA.
13. Miscellaneous
13.1 This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements, understandings, and representations.
13.2 If any provision of this Agreement is found to be unenforceable, the remaining provisions shall remain in full force and effect.
13.3 The Client may not assign or transfer any rights or obligations under this Agreement without the prior written consent of Sciontel.
13.4 Sciontel may update these Terms and Conditions from time to time.
The most current version will be posted on our website, and your continued use of our Services or Products after any changes constitute your acceptance of the updated terms.
By using Sciontel's Services or Products, you acknowledge that you have read, understood, and agree to be bound by this Agreement.
Sciontel USA Inc.
2035 Sunset Blvd, Ste-B2, Newark, Delaware 19702
Email: [email protected]