Terms &
Conditions.

1. Agreement to terms

By accessing or using the Zryos website at zryos.com, you agree to be bound by these Terms & Conditions. If you do not agree, do not use our website or services. These terms apply to all visitors, clients, and users regardless of location.

2. Services

Zryos provides software engineering consultancy services including but not limited to:

• Custom software development
• AI & data engineering
• Cloud & DevOps infrastructure
• Cybersecurity services
• Web & mobile application development
• Managed IT services

Specific engagement terms (scope, deliverables, timeline, fees) are governed by a separate Statement of Work (SOW) or service agreement signed by both parties. In case of conflict between these terms and a signed SOW, the SOW prevails.

3. Intellectual property

Client work product — Upon full payment of all invoiced fees, intellectual property rights in custom code, designs, and deliverables created specifically for a client transfer to that client, unless otherwise stated in the SOW.

Zryos IP — Pre-existing tools, frameworks, libraries, templates, and methodologies developed by Zryos before or independently of a client engagement remain the property of Zryos. We retain the right to use general knowledge and experience gained during engagement on future projects.

Website content — All content on this website (text, graphics, logos, code) is owned by Zryos and protected under applicable copyright laws. You may not reproduce, distribute, or create derivative works without written permission.

4. Client responsibilities

• Provide accurate, timely information and access required for us to deliver services.
• Review deliverables promptly and provide feedback within agreed timelines.
• Ensure you have the right to share any third-party materials, code, or data provided to us.
• Pay invoices within the terms specified (typically net 14 days from invoice date).
• Designate a single point of contact for project decisions and approvals.

5. Fees & payment

Fees are as specified in the signed SOW. Unless otherwise agreed:

• Invoices are issued monthly in arrears or at project milestones.
• Payment is due within 14 days of the invoice date.
• Late payments incur interest at 4% above the Bank of England base rate, calculated daily.
• We may pause work if an invoice is more than 14 days overdue.
• All fees are exclusive of applicable taxes (VAT, sales tax) unless stated otherwise.

6. Warranties

We warrant that:

• Services will be performed with reasonable skill and care consistent with industry standards.
• Deliverables will conform to the specifications in the SOW for a warranty period of 30 days after delivery.
• We hold all necessary licences and permissions to provide the services offered.

We do not warrant that software will be error-free, uninterrupted, or compatible with all systems. No oral or written statement by our team creates a warranty not stated in these terms or the SOW.

7. Limitation of liability

To the maximum extent permitted by law:

• Zryos shall not be liable for indirect, incidental, special, consequential, or punitive damages.
• Zryos shall not be liable for loss of profits, loss of data, loss of business, or loss of goodwill.
• Total liability arising from any engagement shall not exceed the total fees paid by the client to Zryos in the 12 months preceding the claim.
• This limitation does not apply to liability for death or personal injury caused by negligence, fraud, or breach of statutory duty.

8. Confidentiality

Both parties agree to keep confidential any non-public information shared during engagement. This includes project details, source code, business strategies, and customer data. Confidentiality obligations survive termination of any engagement for a period of 3 years. See our separate Confidentiality Policy for full details.

9. Termination

Either party may terminate an engagement with 30 days' written notice. Upon termination:

• All outstanding fees for work completed up to the termination date become immediately payable.
• We will deliver all work-in-progress and related materials within 14 days.
• Provisions relating to IP, confidentiality, liability, and dispute resolution survive termination.

We may terminate immediately for material breach, non-payment exceeding 30 days, or insolvency.

10. Acceptable use

You agree not to: use our website for any unlawful purpose; attempt to gain unauthorised access to our systems; scrape, crawl, or harvest content without permission; submit malicious code or spam; or impersonate another person or entity. Violations may result in access restrictions and legal action.

11. Third-party links & services

Our website may link to third-party websites and use third-party services (e.g. analytics, fonts, hosting). We are not responsible for the content, policies, or practices of third parties. Use of third-party services is at your own risk and subject to their terms.

12. Governing law & jurisdiction

These terms are governed by the laws of England and Wales. Any dispute arising from these terms or our services shall be subject to the exclusive jurisdiction of the courts of England and Wales, unless otherwise agreed in a signed SOW specifying a different jurisdiction.

13. Changes to terms

We may update these terms at any time. Material changes will be posted on this page with an updated "Last updated" date. Continued use of our website or services after changes constitutes acceptance of the revised terms. For active client engagements, the terms in effect at the time of signing the SOW remain binding unless both parties agree otherwise in writing.

14. Contact

Questions about these terms? Email legal@zryos.com or write to: Zryos Ltd, Legal Enquiries, Austin · Lisbon · Singapore.