Terms Of Service

PlantX is a software and cloud service for running industrial plants, their projects and the companies that own them. It is provided by the operator of PlantX ("we", "us", "our"). These Terms Of Service, each Order and the documents they incorporate form a binding agreement (the "Agreement") between us and the company or other legal entity that subscribes (the "Customer", "you").

The Agreement is accepted on the Customer's behalf when a person ticks the acceptance box at the checkout and pays, or when the Customer accepts it in a document signed by both parties. The person accepting represents and warrants that they are authorised to bind the Customer. A person without that authority must not accept, and their acceptance does not bind the Customer.

The following documents are incorporated into the Agreement by reference, each in the version published at https://app.plantx.si/legal on the date the Agreement, or its renewal, is accepted: the Acceptable Use Policy, the Data Processing Addendum, and the Cancellation And Refund Policy. The Privacy Policy, the Cookie Notice, the Delivery Policy and the Subprocessors list describe how we operate and are published at the same address.

If documents conflict, they apply in this order: (a) an Order, as to its own scope, price and term; (b) the Data Processing Addendum, as to Personal Data; (c) these Terms Of Service; (d) the other incorporated documents. A purchase order, vendor registration, portal terms or other terms of the Customer do not bind us, even if we accept, sign or acknowledge them, unless they are signed by both parties and expressly state that they amend the Agreement.

In the Agreement:

Subject to the Agreement and to payment of the Fees, we grant the Customer, for each Subscription Term, a non-exclusive, non-transferable and non-sublicensable right for its Authorised Users to access and use the Services that the Order covers, for the Premises, Units and items the Order names, for the Customer's own business purposes.

The Customer may allow Invited Parties to use the parts of the Services the Customer opens to them, only in connection with the Customer's business. The Customer is responsible for the acts and omissions of its Authorised Users and Invited Parties in the Services as if they were its own, except to the extent an Invited Party has accepted terms directly with us.

Our mobile and tablet applications are licensed, not sold, for use with the Services only, on devices the Customer permits under its own device settings.

The Services are provided as a subscription. No copy of the software is delivered for the Customer to keep and no title passes. All rights not expressly granted in the Agreement are reserved to us and our licensors.

Each Order states what it covers. A module or item sold on its own price line opens only while a paid Order covers the current day; an item included with a Premises follows that Premises' paid period. Anything not covered by a paid Order is not available, whether or not it appears in the Services.

Additions made during a term - a Premises, a Unit, a module, a feature, a role, a project, users or storage - are priced from the day they are ordered to the Renewal Date, so that the Customer's subscriptions renew together, unless the Order states otherwise.

Some items are measured. The users of a project are counted at the highest number, in the month, of persons able to act in it; storage is measured against the allowance the Rate Card states. Where a measure passes its allowance, the excess is ordered at the published price. We do not stop the Customer's work because an allowance is passed.

The Customer controls who may do what in the Services - its seats, module access, approval chains, devices and other settings - and is responsible for configuring them, for keeping logins, passwords, PINs, badges and linked devices secure, and for ending access promptly for anyone who should no longer have it. An approval, signature or record made through a login, PIN, badge or linked device is attributed to the person who holds it.

We may change and improve the Services. We will not, during a paid Subscription Term, materially reduce the overall functionality of what the Customer has subscribed to. If we withdraw a module the Customer has paid for during its term, we will give reasonable notice and credit the unexpired part of its Fees against the Customer's future Orders.

Prices are stated in United States dollars on our Rate Card or in the Customer's own agreed rates. The amount payable is worked out and shown at the checkout before payment, and the amount shown at the checkout is the amount charged for that payment.

Where the Customer is in India, the Fees are invoiced and payable in Indian rupees, converted at the exchange rate stated at the checkout for that day, with Goods and Services Tax as Indian law requires - Central and State tax where the place of supply is in our own State, Integrated tax otherwise. Where the Customer is outside India, the Fees are invoiced and payable in United States dollars as an export of services: zero-rated while we hold a valid Letter of Undertaking, and otherwise with Integrated tax as the law requires.

The Fees are exclusive of every tax, duty and levy other than those shown at the checkout. Where the law of the Customer's country requires the Customer to withhold tax from a payment to us, the Customer shall withhold no more than the law requires, pay it to the authority within the time the law allows, and give us the official certificate of the deduction promptly. An amount withheld counts as paid only when that certificate reaches us in a form that allows us to claim credit for it.

Fees are payable in advance, before the Subscription Term they pay for begins, by the methods offered at the checkout - card, UPI or net banking through our payment gateway, or bank transfer. Card and bank details entered at the payment gateway are collected and processed by the gateway, not by us. The Customer bears its own bank's and card issuer's charges.

We may change the Rate Card at any time. A change does not affect an Order already paid. A renewal is priced at the rates in force when its Order is raised, and we will publish any increase in the Customer's own rates at least thirty (30) days before it applies to the Customer's renewal.

Each paid Order is invoiced with a tax invoice in the Customer's name, available in the Services. The Customer is responsible for the accuracy of the legal name, address, tax registration and place of supply it gives us. An invoice issued on the details the Customer gave is corrected only as the tax law of India allows, by a credit or debit note.

The Agreement begins when it is first accepted and continues while any Subscription Term runs and, after that, for as long as the Customer's account exists.

Subscriptions do not renew automatically and nothing is charged without the Customer's own payment. Before the Renewal Date, we raise a renewal Order for what is subscribed; paying it continues the subscription for the next term.

If a Subscription Term ends unpaid, access to what it covered is suspended - not ended - from the day after it ends. The Customer's administrator can still sign in to pay, to read invoices and to raise Orders. Customer Data is not deleted because a subscription lapses, and access is restored when the renewal is paid.

The Customer may reduce what it subscribes to, or decide not to renew, with effect from the next Renewal Date. A reduction does not take effect during a paid term.

The Services are a subscription and a licence to use software and cloud services. Fees are earned when paid and are not refundable, in whole or in part, including where the Customer stops using the Services, reduces or does not use what it ordered, decides not to renew, or ends the Agreement for its own convenience. Where the Agreement provides a credit, the credit is applied against the Customer's future Orders.

Money that is not a Fee is not kept as one. A second payment received for an Order already paid, or an amount received beyond the amount shown at the checkout through a processing error, is held to the Customer's credit and applied against its next Order, or repaid where the law requires. A payment debited by the Customer's bank that does not reach us is reversed by the bank or the payment gateway under their own rules.

The Cancellation And Refund Policy sets out how this works in practice and forms part of the Agreement. Nothing in this clause excludes a right that the law gives the Customer and does not allow to be excluded by agreement.

As between the parties, the Customer owns Customer Data. The Customer grants us a worldwide, non-exclusive, royalty-free licence to host, copy, process, transmit and display Customer Data only to provide, secure and support the Services, to comply with the law, and as the Customer instructs through its use of the Services.

We process Personal Data contained in Customer Data on the Customer's behalf, as its processor, under the Data Processing Addendum.

Customer Data is kept while the Customer's account exists, including while a subscription has lapsed. The Customer may export its data through the Services while its administrator can sign in, and its administrator may permanently delete the Customer's data through the Services. After the Agreement ends, we return or delete Customer Data at the Customer's written choice; if the Customer makes no choice within ninety (90) days after the Agreement ends, we may delete it after giving thirty (30) days' notice to the Customer's administrator. Deleted data leaves our backups as they are overwritten in their ordinary cycle. We keep our own tax invoices and records of payment for as long as the law requires.

Records the Services keep as evidence - approvals and their remarks, signatures, ledgers, audit trails, sealed bids and hash-chained logs - are designed so that a record, once made, is not changed or removed on its own; a correction is a new record. The Customer acknowledges that this is a feature of the Services on which the Customer, its auditors and others rely.

We may use Service Data to operate, secure, support and improve the Services, and to produce statistics that do not identify the Customer or any individual.

We do not sell Customer Data, use it to advertise, or use it to train artificial intelligence models.

Some features of the Services use language models. They are off until they are enabled for the Customer and then switched on by the Customer's administrator. While a feature is on, the Customer Data its request needs is sent to the model provider named on the Subprocessors list or chosen by the Customer, with the names of individuals replaced before sending where the feature allows. A provider engaged by us may not use that data to train its models.

What such a feature produces is a proposal and may be wrong. Whether a law applies, a date, a number, an approval, an award and anything else with legal or financial effect is decided by a person. The Customer is responsible for reviewing a proposal before relying on it.

The Customer may connect Third-Party Services to the Services. The Customer's use of a Third-Party Service is governed by its own agreement with that service's provider; we are not responsible for a Third-Party Service, for its availability, or for what it does with data the Customer sends to it. Credentials the Customer gives us for a Third-Party Service are stored encrypted and used only for the connection the Customer configured.

Where the Customer chooses to send through an account that the platform itself holds with a provider - for example a GST Suvidha Provider, a Peppol access point, an authorised certification provider or an e-invoicing provider - that provider acts as our subprocessor for that purpose and is named on the Subprocessors list.

Returns, e-invoices, filings, statutory registers and other documents the Services prepare are prepared from the Customer's own data and settings. The Customer is responsible for reviewing them and for what it files, issues or sends.

The Customer shall use the Services, and shall ensure its Authorised Users and Invited Parties use them, in accordance with the Acceptable Use Policy and the law, including export control and sanctions laws.

We maintain the technical and organisational security measures described in the Data Processing Addendum. The Customer is responsible for the security of its own devices, networks and credentials and for configuring access in the Services appropriately.

We may suspend an Authorised User, an Invited Party or the Customer, to the extent reasonably necessary, where use breaches the Acceptable Use Policy, threatens the security or integrity of the Services or of others' data, or where the law requires. We will give notice where it is practicable to do so, and restore access promptly once the cause is resolved.

We use commercially reasonable efforts to keep the Services available twenty-four hours a day, seven days a week, except for planned maintenance - which we schedule, where practicable, with notice in the Services and outside the Customer's working hours - and events beyond our reasonable control.

Support is provided through the Services' support channel and by email at support@plantx.si. Some features work on a device without a connection and synchronise later; a record made offline is subject to the checks the Services apply when it synchronises.

Each party warrants that it has the authority to enter into the Agreement. We warrant that, during a paid Subscription Term, the Services will perform materially as the Documentation describes. If they do not, the Customer's remedy is that we will use reasonable efforts to correct the non-conformity, and if we cannot do so within a reasonable time, either party may end the affected Order and we will credit the unexpired part of its Fees against the Customer's future Orders.

The Customer warrants that it has every right, consent and notice needed for us to process Customer Data under the Agreement, including from its employees, contract workers, applicants, visitors and Invited Parties, and that Customer Data does not infringe anyone's rights or break any law.

Except as expressly stated in the Agreement, the Services are provided "as is" and "as available", and to the fullest extent the law allows we disclaim every other warranty and condition, express or implied, including of merchantability, satisfactory quality, fitness for a particular purpose, non-infringement and uninterrupted or error-free operation.

The Services support, but do not replace, the Customer's own engineering, safety, statutory, accounting, tax and legal judgment. The Services do not operate or control plant or equipment. The Customer remains responsible for the operation and safety of its plants and people, for permits to work and isolations, for compliance with the laws that apply to it, for its books of account and tax returns, and for every decision it takes using the Services. Information in the Services about laws, rates, codes and statutory requirements is provided to assist the Customer and is not legal, tax or other professional advice.

We and our licensors own the Services, the Documentation, and the catalogues, templates, checklists and libraries we provide with them, and every improvement to them, including improvements made in response to feedback.

The Customer shall not, and shall not allow anyone to: (a) copy, modify or create derivative works of the Services, except as the Services themselves intend; (b) reverse engineer, decompile or disassemble the Services, except to the extent the law expressly allows despite this restriction; (c) resell, sublicense, rent, lease or provide the Services to third parties as a service bureau; (d) use the Services to build or benchmark a competing product; or (e) remove or obscure a proprietary notice.

Templates, forms, checklists, reports and settings the Customer creates in the Services are Customer Data. A library we provide remains ours when it is copied into the Customer's account, and the Customer may keep using its copy for its own purposes during and after the Agreement.

If the Customer gives us a suggestion or other feedback, we may use it freely, without obligation, for ever.

"Confidential Information" means information one party discloses to the other that is marked confidential or that a reasonable person would understand to be confidential. Customer Data is the Customer's Confidential Information.

Each party shall keep the other's Confidential Information confidential, use it only to perform or receive the benefit of the Agreement, and disclose it only to its own personnel, subprocessors and professional advisers who need to know it and are bound by duties of confidentiality at least as protective as this clause.

This clause does not apply to information that is or becomes public through no breach of it, that the receiving party knew without restriction before receiving it, that it develops independently, or that it lawfully receives from a third party without restriction. A party may disclose Confidential Information where the law, a court or a competent authority requires it to, giving the other party prompt notice where the law allows.

We shall defend the Customer against any claim by a third party that the Services, as we provide them and used in accordance with the Agreement, infringe that third party's intellectual property rights, and shall pay the damages and costs finally awarded against the Customer or agreed by us in settlement. If such a claim is made or is likely, we may obtain the right for the Customer to continue using the Services, modify them so that they do not infringe, or end the affected Order and credit the unexpired part of its Fees. We have no obligation for a claim arising from Customer Data, a Third-Party Service, a combination with anything we did not provide, or use in breach of the Agreement.

The Customer shall defend us against any claim by a third party arising from Customer Data, or from use of the Services by the Customer, its Authorised Users or its Invited Parties in breach of the Agreement or the law, and shall pay the damages and costs finally awarded against us or agreed by the Customer in settlement.

A party seeking to be defended shall notify the other promptly, give it sole control of the defence and settlement (provided that no settlement may admit fault on behalf of the defended party without its consent), and give reasonable cooperation at the defending party's cost.

Nothing in the Agreement limits or excludes liability that cannot be limited or excluded by law, including liability for death or personal injury caused by negligence, or for fraud.

Neither party is liable to the other for any indirect, incidental, special, consequential or punitive loss, or for any loss of profit, revenue, production, business, contracts, goodwill or anticipated savings, however arising, whether in contract, tort (including negligence), breach of statutory duty or otherwise, even if it was advised of the possibility of that loss.

Each party's total liability arising out of or in connection with the Agreement in any period of twelve (12) months is limited to the Fees paid and payable by the Customer under the Agreement in the twelve (12) months before the event giving rise to the liability. This limit does not apply to the Customer's obligation to pay Fees, to a party's obligations under the clause on indemnities, or to the Customer's breach of the clause on intellectual property or of the Acceptable Use Policy.

Either party may end the Agreement by notice if the other party commits a material breach of it and does not remedy the breach within thirty (30) days after receiving notice describing it, or if the other party becomes insolvent, makes an arrangement with its creditors, has a receiver, administrator or liquidator appointed, or suffers an equivalent event in any jurisdiction.

The Customer may close its account at any time by notice. Fees already paid are not refunded.

When the Agreement ends, every licence under it ends. For sixty (60) days after it ends, we will on request give the Customer's administrator access sufficient to export Customer Data, and after that Customer Data is returned or deleted as the clause on Customer Data provides.

The clauses on Fees owed and their non-refund, Customer Data, confidentiality, intellectual property, indemnities, limitation of liability, governing law and the general provisions survive the end of the Agreement, together with any other provision that by its nature is intended to survive.

Each party shall comply with the anti-bribery and anti-corruption laws that apply to it, including, as applicable, India's Prevention of Corruption Act, 1988, the United Kingdom's Bribery Act 2010 and the United States Foreign Corrupt Practices Act.

The Customer represents that neither it nor any person owning or controlling it is the subject of sanctions administered by the United Nations, India, the European Union, the United Kingdom or the United States, and shall not use the Services in or for the benefit of a sanctioned country, territory or person.

We will not use the Customer's name, logo or trade marks to promote the Services without the Customer's prior written consent.

We may change these Terms Of Service and the documents they incorporate. Each version is numbered and dated, and every earlier version remains available at https://app.plantx.si/legal.

A new version applies to the Customer from the earlier of: (a) the Customer's acceptance of it, which the Services ask for at the Customer's next payment; and (b) the start of the Customer's next Subscription Term that begins at least thirty (30) days after we have notified the Customer's administrator of it. A change required by law or for the security of the Services may apply sooner. A change never reduces, during a paid Subscription Term, what the Customer has paid for.

We give notices through the Services and by email to the administrator email address the Customer has given us. The Customer gives notices to us by email to support@plantx.si, with a copy by post or courier to our registered address where the notice concerns a breach or a dispute. An email notice takes effect when it is sent, unless the sender receives a message that it was not delivered.

The Agreement, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), are governed by the laws of India, without regard to rules on the conflict of laws. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

The parties shall first try in good faith to settle a dispute by negotiation between their senior representatives within thirty (30) days after either party gives written notice of it.

A dispute not settled in that time shall be finally resolved by arbitration under the Arbitration and Conciliation Act, 1996, by a sole arbitrator appointed by agreement of the parties or, failing agreement, in accordance with that Act. The seat and venue of the arbitration is the city in which our registered office is situated, and its language is English. The award is final and binding on the parties. Subject to this clause, the courts at the seat of the arbitration have exclusive jurisdiction, and either party may seek urgent interim relief from any competent court.

Where the law of the Customer's country gives it rights that cannot be excluded by agreement, including a right to bring proceedings in its own courts, nothing in this clause takes those rights away.

Neither party may assign or transfer the Agreement without the other's written consent, which shall not be unreasonably withheld, except that either party may assign it on notice to a successor to all or substantially all of its business or assets to which the Agreement relates. We may use subcontractors and subprocessors to provide the Services and remain responsible for their performance.

Neither party is liable for a failure or delay in performing an obligation, other than an obligation to pay, caused by an event beyond its reasonable control, including natural disaster, epidemic, war, terrorism, civil unrest, labour action not involving its own workforce, an act of government, failure of utilities, telecommunications or internet providers, or a cyber attack such as a denial of service. The affected party shall notify the other and take reasonable steps to limit the effect. If the event continues for more than sixty (60) days, either party may end the affected Order by notice.

The parties are independent contractors. The Agreement creates no partnership, agency, employment or fiduciary relationship, and confers no rights on any person who is not a party to it.

The Agreement is the entire agreement between the parties about its subject matter and supersedes every earlier proposal, representation and understanding about it. Each party acknowledges that it has not relied on any statement not set out in the Agreement; this does not limit liability for fraud.

If a provision of the Agreement is held invalid or unenforceable, it is to be read down to the minimum extent necessary and the rest of the Agreement continues in force. A failure or delay in exercising a right is not a waiver of it.

The Agreement may be accepted and executed electronically, and an electronic record of its acceptance is valid and binding, including under India's Information Technology Act, 2000. The Agreement is written in English; if it is translated, the English text prevails.