Terms of Service

1. Definitions and Scope

These Terms and Conditions ('Agreement') govern the legal and contractual relationship between EMPIRE GLOBAL SOLUTIONS S.R.L. ('Company', 'Empire Global', 'We', 'Us') and any individual or legal entity ('Client', 'You') accessing the Platform or contracting our Services.

Platform means the website empirex.tech and all its subdomains. Services means any digital solution, source code, consulting, or deliverables agreed in specific Service Agreements ('SOW'). By accessing the Platform or contracting Services, you confirm that you have read, understood, and fully accepted this Agreement.

2. Scope of Services

The Company provides enterprise digital solutions including, but not limited to: Web & Application Development (Next.js, React, Node.js), Custom Enterprise Systems (ERP, CRM, B2B platforms), API & Cloud Integrations, Architectural Consulting, Cybersecurity Audits, and Support & SLA Maintenance.

Exact specifications, timelines and costs are defined in individual Service Agreements signed by both Parties. The Company reserves the right to refuse or terminate any engagement that violates this Agreement or applicable law.

3. Intellectual Property

Upon full payment of all relevant invoices, we transfer to the Client all intellectual property rights over the source code specifically developed for their project ('Work Product').

The Company expressly retains: rights over pre-existing elements, internal libraries, proprietary frameworks, and methodologies ('Background IP'), as well as the right to include the project in its portfolio (subject to Client's prior written consent or under NDA protection).

The Client warrants that all materials provided to the Company do not infringe any third-party rights.

The code becomes fully your property upon final payment of all invoices.

4. Payments, Billing & Penalties

Invoices are issued according to project milestones or recurring schedules defined in the SOW. Standard payment term is 15 calendar days from the invoice issue date.

• Late payment penalty: 0.1% of the unpaid invoice value per day of delay.
• Service suspension: after 30 days of delay, without additional notice.
• Unilateral termination: after 60 days of delay, with retention of all amounts paid as liquidated damages.

All prices are expressed in EUR and exclude VAT (19%), applicable to Romanian legal entities.

5. Parties' Obligations

The Client agrees to: provide all necessary information, system access, and feedback within 72 hours of request; not use the Services for illegal or fraudulent activities; maintain confidentiality of access credentials.

The Company commits to: respecting agreed delivery deadlines and quality standards; promptly informing the Client of any identified risks or blockers; allocating exclusively qualified technical resources for project execution.

6. Confidentiality & NDA

Both Parties agree to maintain strict confidentiality of all commercial, technical, financial, and strategic information exchanged during the collaboration and for 5 years after the termination of this Agreement.

The Non-Disclosure Agreement (NDA) is implicitly included and applies to all communications, files, and system accesses. Neither Party shall disclose confidential information to third parties without the other Party's written consent. Breach of confidentiality entitles the affected Party to full proven damages.

7. Warranties, Support & Liability

We offer a 90-day warranty period for critical technical bugs identified post-launch, not attributable to the Client. Subsequent maintenance is subject to a separate SLA Agreement.

Limitation of Liability: The Company's total liability shall not exceed the amount paid by the Client in the last 3 calendar months. The Company shall not be liable for indirect damages, loss of profit, or consequential damages.

Force Majeure: Neither Party shall be liable for failure to perform obligations caused by force majeure events (natural disasters, pandemics, external cyberattacks, governmental decisions), provided notification is given within 48 hours of the event.

8. Termination of Agreement

The Agreement may be terminated by:
• Mutual consent — at any time, by mutual written agreement.
• Completion — upon delivery and acceptance of all agreed deliverables.
• 30-day written notice — by either Party, in case of material contractual breach not remedied within 14 days of first notice.
• Immediate termination by Company — in case of persistent non-payment, fraudulent use, or illegal conduct.

Upon termination, each Party shall securely return or destroy the other Party's confidential materials.

9. Governing Law & Jurisdiction

This Agreement is governed exclusively by Romanian law. Any dispute shall first be resolved amicably within 30 days of written notice. Failing an amicable resolution, disputes shall be submitted to the competent courts of Bucharest, Romania.

If any provision of this Agreement is declared null or unenforceable, the remainder of the Agreement remains in full force.

10. Company Identification Data

Company: EMPIRE GLOBAL SOLUTIONS S.R.L.
Tax ID (CUI): 47484918
Trade Register: J23/346/2023
EUID: ROONRC.J23/346/2023
Registered Office: DUMBRĂVENI, Str. IASOMIEI, Nr. 8/4, Ilfov County, Romania
Email: business@empirex.tech
Phone: +40 791 367 473