Terms of Usage

These Terms of Usage constitute a legally binding agreement between Vexel Systems ("we", "us", "our"), headquartered in Vavuniya, Sri Lanka, and the individual or corporate entity ("Client", "you", "Merchant") contracting our services or licensing our software.

The term "Services" encompasses custom software engineering, web application development, mobile application builds, Vexel POS software deployments, hardware provisioning, and ongoing maintenance retainers.

• Authority: You represent that you have full corporate authority to bind your organization to these Terms.
• Commercial Scope: Individual Statements of Work (SOW) or signed Milestone Specifications are incorporated into and governed by these master terms.

We operate on clear, equitable intellectual property principles tailored to both custom software engineering and proprietary software products:

Vexel Systems retains ownership of underlying proprietary developer libraries, reusable utility modules, and pre-existing framework boilerplates developed independently of client-specific business logic.

Clients are responsible for configuring and safeguarding staff credentials across all counter terminals and cloud administration portals.

• Role-Based Access (RBAC): Merchants are responsible for assigning appropriate permissions (Cashier, Supervisor, Manager, Administrator) to prevent unauthorized voids or discount approvals.
• Credential Confidentiality: Master administrator passwords and counter PIN codes must be safeguarded. Vexel Systems is not liable for unauthorized operations resulting from shared passwords.
• Audit Logs: Tamper-proof shift audit logs and cash drawer opening histories are permanently recorded within the system for internal merchant inspection.

Vexel POS is engineered to operate seamlessly with standard industry POS peripherals (thermal ESC/POS receipt printers, 1D/2D USB/wireless scanners, electronic RJ11 cash drawers, and weighing scales).

• Deployment Standards: On-site installations include peripheral driver calibration, barcode test scans, test receipt printing, and network stability verification.
• Client Site Readiness: The client is responsible for providing stable uninterrupted power supply (UPS), grounded electrical connections, and counter cabling.
• Third-Party Hardware Warranty: Physical hardware peripherals are covered under their respective manufacturer warranties. Vexel Systems coordinates warranty claims on hardware sourced through our direct bundles.

All financial terms, quotation breakdowns, and billing schedules are structured around transparent commercial deliverables:

Vexel POS features a resilient offline-first architecture designed so that retail checkout lines never halt during internet drops or power transients.

• Autonomous Offline Billing: Registers continue scanning, calculating change, and printing thermal receipts locally without internet connectivity.
• Automatic Cloud Sync: Queued transactions and inventory changes automatically reconcile to the cloud central server upon network restoration.
• Maintenance Windows: Scheduled cloud infrastructure updates are executed during off-peak commercial hours with advance notification.

Every production software deployment and bespoke application build includes our standard post-launch warranty and technical support coverage:

• Post-Launch Warranty: All verified bugs, functional discrepancies, and security vulnerabilities reported within the warranty window are rectified at zero additional cost.
• Emergency Support Hotline: Active retail POS clients receive direct WhatsApp hotline access and remote desktop support (AnyDesk) during standard operational hours.
• Exclusions: Warranty coverage does not apply to defects arising from unauthorized third-party code tampering, physical hardware liquid damage, or operating system corruption.

Vexel Systems' aggregate financial liability for all claims arising out of or related to our Services or software products shall under no circumstances exceed the total fees actually paid by the Client to Vexel Systems during the twelve (12) months preceding the event giving rise to the claim.

Both parties agree to treat all commercial, financial, and technical information shared during project discovery and operation as strictly confidential.

Vexel Systems executes bilateral Non-Disclosure Agreements (NDAs) prior to receiving proprietary algorithms, trade secrets, or client database structures.

Either party may terminate an ongoing service agreement with thirty (30) days' written notice, or immediately in the event of an uncured material breach by the other party.

Upon termination, the Client shall settle all outstanding fees for completed milestones. Vexel Systems will immediately hand over all completed software builds, database backups (CSV/SQL dump), and administrative master keys.

These Terms of Usage shall be governed by, construed, and enforced in accordance with the substantive laws of the Democratic Socialist Republic of Sri Lanka.

Any dispute, controversy, or claim arising out of or relating to these terms shall first be submitted to good-faith technical negotiation between executive representatives of both parties. In the event negotiation fails within thirty (30) days, the dispute shall be resolved through the commercial courts of Sri Lanka.