1. Definitions
Capitalized terms used throughout this Agreement have the meanings given below, unless the context requires otherwise.
- 1.1 "Triostack"
- Triostack Technologies Private Limited, together with its affiliates where applicable, the provider of TriostackOne.
- 1.2 "TriostackOne"
- The unified business software platform provided by Triostack, including the applications and services made available through it from time to time (for example CRM, HRMS, Payroll, and other business applications), together referred to in this Agreement as the "Services."
- 1.3 "Services"
- TriostackOne and any related applications, features, APIs, and support that Triostack makes available to a Customer under this Agreement or an applicable Order Form.
- 1.4 "Customer"
- The business, organization, or individual that has registered for or subscribes to the Services, and on whose behalf Users access the Services.
- 1.5 "User"
- Any individual authorized by a Customer to access or use the Services on the Customer's behalf, including administrators and employees, contractors, or other individuals the Customer authorizes.
- 1.6 "Customer Data"
- Any data, content, or information submitted, uploaded, generated, or made available to the Services by or on behalf of a Customer or its Users, including data relating to the Customer's own employees, clients, vendors, or other individuals.
- 1.7 "Subscription"
- A Customer's paid or trial access to specified Services for a defined term, as described in the applicable Subscription Terms, Order Form, or plan selected at signup.
- 1.8 "Documentation"
- User guides, help articles, and other documentation Triostack makes generally available describing the use of the Services.
- 1.9 "Third-Party Services"
- Products, services, applications, or integrations provided by a party other than Triostack that a Customer or User may connect to or use in conjunction with the Services.
2. Acceptance of Terms
By creating an account, accessing, or using the Services, you agree to be bound by this Agreement on behalf of yourself and, if applicable, the entity you represent. If you do not agree to this Agreement, you must not access or use the Services.
Where a Customer has entered into a separate signed agreement or Order Form with Triostack that expressly governs use of the Services, the terms of that signed agreement control to the extent of any conflict with this Agreement.
3. Eligibility and Authority
You represent that you have the authority to enter into this Agreement, whether on your own behalf or on behalf of the Customer you represent, and that doing so does not violate any other agreement to which you or the Customer are a party.
The Services are intended for business and organizational use and are not directed to individuals below the age of legal majority in their jurisdiction. Triostack does not knowingly offer the Services for consumer use by children.
4. Account Registration and Security
4.1 Account Information
Customers and Users must provide accurate, current, and complete information during registration and keep that information up to date.
4.2 Account Security
Customers and Users are responsible for maintaining the confidentiality of login credentials, for enabling security controls made available within the Services (such as multi-factor authentication, where offered), and for all activity that occurs under their account. Triostack should be notified promptly of any suspected unauthorized access using the contact details in Legal Contact.
4.3 Authorized Users
A Customer is responsible for the actions of its Users in connection with the Services and for ensuring that Users comply with this Agreement, including the Acceptable Use Policy.
4.4 Administrator Responsibilities
A Customer's designated administrators may be able to access, modify, restrict, or remove Users and Customer Data within the Customer's account. Triostack is not responsible for a Customer's internal allocation of administrator permissions.
5. Subscriptions and Services
5.1 Subscription Plans
The Services are made available under one or more Subscription plans described on the TriostackOne pricing pages or in an applicable Order Form. Plan features, limits, and included applications may vary by plan.
5.2 Trial Periods
Triostack may offer trial access to the Services. Trials are provided "as is," may be limited in scope or duration, and may be modified or discontinued at Triostack's discretion. Additional terms applicable to trials are described in the Refund & Cancellation Policy.
5.3 Service Availability
Triostack works to make the Services available in accordance with the standard service expectations, or any contractually agreed commitments, described in the Service Level Agreement. The Services may be unavailable during scheduled or emergency maintenance, or due to factors outside Triostack's reasonable control.
5.4 Product Changes
Triostack may add, modify, or discontinue features of the Services from time to time. Where a change is reasonably likely to materially reduce functionality that is material to a paid Subscription, Triostack will use reasonable efforts to provide advance notice.
5.5 Beta Features
Triostack may make beta, preview, or early-access features available. These features are provided for evaluation purposes, may be changed or withdrawn at any time, and are provided without any warranty or service level commitment unless expressly stated otherwise.
6. Fees, Billing and Taxes
6.1 Subscription Fees
Fees for paid Subscriptions are as described on the applicable TriostackOne pricing page or Order Form at the time of purchase or renewal.
6.2 Billing
Fees are billed in advance on the billing cycle selected at signup (for example, monthly or annually), unless otherwise agreed in an Order Form. Customers authorize Triostack or its payment processor to charge the payment method on file for all fees due.
6.3 Taxes
Fees are exclusive of applicable taxes, duties, and levies (including goods and services tax, where applicable) unless stated otherwise. Customers are responsible for all such amounts, other than taxes based on Triostack's net income.
6.4 Payment Failure
If a payment cannot be processed, Triostack may suspend access to paid features until payment is resolved, subject to reasonable notice where practicable. Continued non-payment may result in suspension or termination as described in Section 14.
6.5 Price Changes
Triostack may change Subscription pricing. For existing Subscriptions, price changes will generally take effect at the next renewal, with reasonable advance notice provided beforehand.
7. Acceptable Use
Use of the Services must comply with the Acceptable Use Policy, the Anti-Spam Policy, and applicable law. Triostack may investigate suspected violations and take proportionate action, including suspension, as described in the Abuse Policy.
8. Customer Data
8.1 Ownership
As between Triostack and the Customer, the Customer retains all right, title, and interest in and to Customer Data. Triostack does not claim ownership of Customer Data.
8.2 Processing
Customer grants Triostack a limited right to access, host, and process Customer Data solely as necessary to provide, maintain, secure, and support the Services, and as described in the Privacy Policy and, where applicable, the Data Processing Agreement.
8.3 Customer Responsibilities
The Customer is responsible for the accuracy, quality, legality, and rights to use Customer Data, including any personal data of the Customer's own employees, clients, or other individuals contained within it, and for obtaining any consents or authorizations required to submit that data to the Services.
8.4 Data Protection
Where Customer Data includes personal data, the parties' respective data protection obligations are addressed in the Privacy Policy and, where a DPA applies, the Data Processing Agreement.
9. Intellectual Property
Triostack and its licensors retain all right, title, and interest in and to the Services, including the underlying software, technology, designs, and Documentation, and all associated intellectual property rights. Except for the limited rights expressly granted to access and use the Services, no rights are granted to the Customer or Users by implication or otherwise.
Any feedback, suggestions, or ideas a Customer or User provides about the Services may be used by Triostack without restriction or obligation, and without attribution or compensation.
10. Third-Party Services and Integrations
The Services may allow integration with Third-Party Services. Use of a Third-Party Service is subject to that provider's own terms and privacy practices, and Customer authorization may be required before an integration can exchange data. Triostack does not control Third-Party Services and is not responsible for their availability, content, or practices. The availability of any particular integration may change over time.
11. Confidentiality
"Confidential Information" means non-public information disclosed by one party to the other that is designated as confidential or would reasonably be understood to be confidential given its nature, and includes Customer Data and non-public information about the Services, pricing, and business operations.
Confidential Information does not include information that is or becomes publicly available without breach of this Agreement, was already known to the receiving party without confidentiality restriction, is independently developed without use of the disclosing party's Confidential Information, or is rightfully received from a third party without restriction.
Each party will use the other party's Confidential Information only as necessary to perform its obligations or exercise its rights under this Agreement, will protect it using at least a reasonable standard of care, and will not disclose it to third parties except to personnel, affiliates, or service providers who need to know it and are bound by confidentiality obligations at least as protective as those in this section, or where disclosure is required by law, in which case the disclosing party will, where legally permitted, give the other party reasonable notice.
These confidentiality obligations survive for as long as the relevant information remains confidential, and in any event for a reasonable period following termination of this Agreement.
12. Security
Triostack maintains technical and organizational measures designed to protect the Services and Customer Data, as further described on the Security page. Customers are responsible for configuring the security controls available to them, managing User access appropriately, and promptly reporting suspected security incidents in accordance with Legal Contact.
13. Support
Triostack provides support for the Services through the channels described in the Service Level Agreement or an applicable Order Form. The scope and availability of support may vary by Subscription plan.
14. Suspension and Termination
Triostack may suspend or restrict access to the Services, in whole or in part, where reasonably necessary to address a security risk, suspected unlawful activity, a material violation of this Agreement or the Acceptable Use Policy, non-payment, a risk to other customers or the integrity of the Services, or a legal or regulatory requirement. Where practicable, Triostack will provide notice and an opportunity to remedy the issue before suspending access.
Either party may terminate this Agreement for the other party's uncured material breach following reasonable written notice, or as otherwise set out in an applicable Order Form. A Customer may cancel a Subscription at any time in accordance with the Refund & Cancellation Policy.
15. Effect of Termination
On termination or expiry of a Subscription, the Customer's right to access the Services ends. Triostack will make Customer Data available for export for a limited period following termination, and will otherwise handle Customer Data in accordance with the Data Retention & Deletion page. Provisions of this Agreement that by their nature should survive termination — including Sections 9 (Intellectual Property), 11 (Confidentiality), 16 through 18 (Disclaimers, Limitation of Liability, Indemnification), and 21 (Governing Law) — will survive.
16. Disclaimers
Triostack does not warrant that the Services will be uninterrupted, error-free, or completely secure, that defects will be corrected, or that outputs (including any AI-assisted outputs described in Security) will always be accurate or complete. Customers are responsible for independently verifying outputs before relying on them for business-critical decisions.
17. Limitation of Liability
To the maximum extent permitted by applicable law, neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, goodwill, or business opportunity, arising out of or relating to this Agreement, even if advised of the possibility of such damages.
To the maximum extent permitted by applicable law, each party's total aggregate liability arising out of or relating to this Agreement will not exceed [LIABILITY CAP / CONTRACTUAL LIMIT], or the amount set out in the applicable Order Form, whichever governs.
Nothing in this Agreement limits or excludes either party's liability for fraud, gross negligence, or any other liability that cannot lawfully be limited or excluded under applicable law.
18. Indemnification
Each party will defend the other against third-party claims arising from its breach of this Agreement, and will indemnify the other for damages finally awarded (or agreed in settlement) as a result, subject to the indemnified party providing prompt notice of the claim, reasonable cooperation, and the indemnifying party having control of the defense and settlement. This section states each party's sole remedy and the other party's sole liability for the matters described in it.
19. Changes to These Terms
Triostack may update this Agreement from time to time. Where changes are material, Triostack will use reasonable efforts to provide advance notice, such as by email or an in-product notice, before the changes take effect. Continued use of the Services after the effective date of an update constitutes acceptance of the updated Agreement.
20. India-Specific Terms
This Section 20 applies to Customers contracting with Triostack in India and supplements, without duplicating, the general terms above. Where this Section conflicts with the general terms on a matter specific to Indian customers, this Section controls for those customers.
20.1 Contracting Entity
For Customers contracting in India, the Services are provided by Triostack Technologies Private Limited, a company incorporated under the laws of India, with its registered office at IIMT Business Ladder Foundation, Plot No. 19, Knowledge Park III, Greater Noida, Uttar Pradesh 201310.
20.2 Electronic Contracting
This Agreement is an electronic record under applicable Indian law relating to electronic contracting and does not require a physical or digital signature to be valid and binding, except where applicable law requires otherwise.
20.3 Taxes and Invoicing
Fees payable by Indian Customers are exclusive of goods and services tax (GST) and other applicable statutory levies unless stated otherwise, and invoices will be issued in accordance with applicable Indian tax law.
20.4 Data Protection
Where Customer Data of Indian Customers includes personal data, Triostack seeks to process that data in accordance with applicable Indian data protection and privacy law, as further described in India Data Protection.
20.5 Governing Law for Indian Customers
For Customers contracting in India, this Agreement is governed by the laws of India, and the courts referenced in Section 21 (Governing Law and Dispute Resolution) apply, subject to any dispute resolution mechanism specified in an applicable Order Form.
21. Governing Law and Dispute Resolution
This Agreement is governed by [GOVERNING LAW], without regard to conflict-of-laws principles. Subject to Section 20 for Indian Customers, the parties submit to the exclusive jurisdiction of the courts of [JURISDICTION / COURTS] for any dispute arising out of or relating to this Agreement that is not otherwise resolved between the parties.
Before initiating formal proceedings, the parties will use reasonable efforts to resolve a dispute through good-faith negotiation between authorized representatives.
22. Notices
Triostack may provide notices to a Customer via email, an in-product notice, or by posting on the TriostackOne website. Notices to Triostack should be sent using the details in Legal Contact.
23. General Provisions
- Entire Agreement. This Agreement, together with any applicable Order Form and the other documents it references, constitutes the entire agreement between the parties regarding the Services and supersedes prior or contemporaneous agreements on the same subject matter.
- Assignment. Neither party may assign this Agreement without the other party's consent, except to an affiliate or in connection with a merger, acquisition, or sale of substantially all assets, provided the assignee agrees to be bound by this Agreement.
- Severability. If any provision of this Agreement is found unenforceable, the remaining provisions will remain in full force and effect.
- No Waiver. Failure to enforce a provision of this Agreement is not a waiver of the right to do so later.
- Force Majeure. Neither party is liable for delay or failure to perform resulting from causes beyond its reasonable control.
- Relationship of the Parties. The parties are independent contractors. This Agreement does not create a partnership, joint venture, agency, or employment relationship.
24. Contact Information
Questions about this Agreement can be directed to Triostack's legal team at info@triostack.in or via Legal Contact.