Legal Documentation

Terms & Policies

Effective: May 26, 2026 · Version 1.0 · Contact: thoryxsystems@gmail.com

PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY ACCESSING OR USING THE THORYX PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE LEGALLY BOUND BY THESE TERMS. IF YOU DO NOT AGREE, YOU MUST IMMEDIATELY CEASE ALL USE OF THE SERVICE.

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Thoryx ("Thoryx," "we," "us," or "our"), governing your access to and use of the Thoryx platform, including all features, integrations, APIs, and related services (collectively, the "Service").

By creating an account, clicking "I agree," accessing the Service, or otherwise indicating your acceptance — including through continued use — you confirm that you have read, understood, and agree to be bound by these Terms, as well as our Privacy Policy, Acceptable Use Policy, and AI & Automation Disclaimer, all of which are incorporated into these Terms by reference and form a single integrated legal agreement.

If you are accessing or using the Service on behalf of a company, organization, or other legal entity, you represent and warrant that you have full legal authority to bind that entity to these Terms, and that your agreement on its behalf shall be treated as the entity's agreement. If you do not have such authority, you must not accept these Terms or use the Service.

Thoryx reserves the right to update or modify these Terms at any time. Your continued use of the Service following any such update constitutes binding acceptance of the revised Terms.

2. Description of Service

Thoryx is a Software-as-a-Service ("SaaS") platform powered by artificial intelligence, designed to enable businesses and professionals to automate client-facing operations including, but not limited to: conversational messaging through third-party channels (including WhatsApp), intelligent appointment scheduling and calendar management, customer relationship management, lead tracking, automated follow-up workflows, and AI-assisted communication at scale.

The Service is intended for use by commercial users operating in a professional capacity. It is not a consumer product and is not designed or licensed for personal, domestic, or non-commercial use.

Thoryx reserves the right, at its sole and absolute discretion and at any time, to:

  • ·Add, modify, restrict, or discontinue any feature or functionality of the Service, with or without prior notice;
  • ·Impose or adjust usage limits, rate limits, or capacity restrictions on the Service or any component thereof;
  • ·Change the technical architecture, underlying infrastructure, or integrated third-party services supporting the platform;
  • ·Suspend or terminate the Service in whole or in part for maintenance, security, legal, or business reasons.

The Service is provided on a commercially reasonable efforts basis. Thoryx does not represent or warrant that the Service will at all times be available, uninterrupted, error-free, or free from defects.

3. Eligibility

Access to and use of the Service is strictly limited to individuals who meet all of the following eligibility criteria:

  • ·You are at least eighteen (18) years of age;
  • ·You possess the legal capacity to enter into a binding contractual agreement under the laws of your jurisdiction;
  • ·You are using the Service for legitimate commercial, professional, or organizational purposes and not for personal, household, or family use;
  • ·Your use of the Service does not violate any applicable law, regulation, treaty, directive, or governmental order in your jurisdiction or in any jurisdiction where the Service is used or where your clients or contacts are located;
  • ·You have not previously been suspended or permanently banned from the Service, or had an account terminated for a violation of these Terms.

Thoryx reserves the right, at its sole discretion, to refuse service, close accounts, or restrict access to any person or entity, at any time and for any reason, including where Thoryx reasonably believes eligibility requirements are not or are no longer satisfied.

By using the Service, you represent and warrant that you satisfy all of the above eligibility conditions. If you do not, you must immediately cease use of the Service and contact Thoryx to deactivate your account.

4. Account Registration & Security

4.1 Registration

To access the full functionality of the Service, you are required to create an account by providing accurate, current, and complete information as prompted during the registration and onboarding process. You agree to maintain and promptly update this information to keep it accurate and complete at all times. Providing false, misleading, or outdated information constitutes a material breach of these Terms and may result in immediate account termination.

4.2 Account Security

You are solely and exclusively responsible for:

  • ·Maintaining the strict confidentiality of your account credentials, including your password, authentication tokens, and any API keys associated with your account;
  • ·All activities, actions, and transactions that occur under your account, whether or not authorized by you;
  • ·Ensuring that all devices and systems used to access the Service are adequately secured and protected against unauthorized access;
  • ·Implementing and maintaining appropriate internal controls to prevent unauthorized access to your Thoryx account by third parties, including employees, contractors, or associates.

4.3 Unauthorized Access

You must notify Thoryx immediately upon becoming aware of any unauthorized access to your account, any breach of your account security, or any loss or theft of your credentials by contacting thoryxsystems@gmail.com. Thoryx shall not be liable for any loss, damage, liability, or expense arising from or in connection with unauthorized access to your account that results from your failure to safeguard your credentials, regardless of the circumstances.

4.4 Account Sharing

Unless expressly permitted by your subscription plan, your account is licensed for use by a single authorized user. Sharing account credentials with third parties, or using the Service in a manner that allows multiple individuals to access a single account simultaneously, is prohibited and may result in account suspension.

5. Subscriptions, Billing & Payments

5.1 Subscription Plans

Access to the Service is provided exclusively on a paid subscription basis. Thoryx offers subscription plans with features, limitations, pricing, and billing cycles as described on the Thoryx pricing page at the time of your subscription. The pricing page constitutes part of your agreement with Thoryx with respect to commercial terms and is incorporated into these Terms by reference.

5.2 Free Trial

Thoryx may, at its sole discretion, offer a free trial period to new users. Free trials are subject to the conditions communicated at the time of sign-up, including duration, feature access, and any requirements (such as payment method registration). Upon expiration of a free trial, your account will automatically convert to a paid subscription unless you cancel before the trial ends. Thoryx reserves the right to modify, discontinue, or limit free trial availability at any time without notice.

5.3 Automatic Renewal

All subscriptions automatically renew at the end of each billing period (monthly or annual, as applicable) for a successive period of equal duration, at the then-current subscription price. By activating a subscription, you provide Thoryx and its designated payment processors with standing authorization to charge your payment method on file on a recurring basis, without requiring further action or confirmation from you prior to each renewal charge. It is your responsibility to cancel your subscription before the renewal date if you do not wish to be charged for the next period.

5.4 Price Modifications

Thoryx reserves the right to modify subscription pricing at any time. Price changes will be communicated to active subscribers at least fourteen (14) calendar days in advance of the next billing cycle in which the new price takes effect, via email to the address associated with your account. Your continued use of the Service after the price change takes effect constitutes your unconditional acceptance of the revised pricing. If you do not accept the new pricing, you must cancel your subscription before the effective date of the change.

5.5 Payment Processing

All payment processing is handled by third-party payment processors. By submitting payment information, you represent that you are authorized to use the payment method provided. Thoryx does not store full credit card details. You authorize the payment processor to charge your payment method for all amounts due under your subscription. In the event of a dispute with a payment processor, Thoryx's records shall be treated as prima facie evidence of the amounts owed.

5.6 Failed & Overdue Payments

If any payment due under your subscription fails for any reason, Thoryx reserves the right to: (i) attempt to charge your payment method again one or more times; (ii) suspend or immediately terminate your access to the Service without further notice; (iii) refer overdue amounts to a collections agency or pursue recovery through legal proceedings. You remain liable for all amounts due, including any collection fees or legal costs incurred by Thoryx in recovering overdue payments.

5.7 Taxes & Duties

All subscription fees are exclusive of applicable taxes, duties, levies, or government charges (including VAT, GST, or sales tax). You are solely responsible for determining, declaring, and paying all taxes applicable to your purchase and use of the Service in your jurisdiction, unless Thoryx is legally required to collect and remit such taxes on your behalf, in which case the tax will be added to your invoice.

6. Cancellation & Refund Policy

6.1 Cancellation by User

You may cancel your subscription at any time through the account settings section of the Service or by contacting Thoryx at thoryxsystems@gmail.com. Cancellation will take effect at the end of the then-current billing period. Following cancellation, you will retain access to the Service for the remainder of the period for which you have already paid. No partial-period credits or refunds will be issued.

6.2 Refund Policy

Thoryx operates a strict no-refund policy. Subscription fees paid are non-refundable in whole or in part, including in circumstances of: early cancellation, non-use or underuse of the Service, dissatisfaction with AI-generated outputs, changes to Service features, or account suspension for violation of these Terms. Thoryx may, at its sole and absolute discretion, grant a refund or account credit in genuinely exceptional circumstances, which determination shall be final and non-appealable.

6.3 Chargeback & Dispute Policy

Initiating a chargeback, payment reversal, or credit card dispute with your payment provider without first raising the matter with Thoryx and allowing a reasonable period for resolution constitutes a material breach of these Terms. In the event of an unauthorized or abusive chargeback, Thoryx reserves the right to: immediately and permanently terminate your account without refund, deny future access to the Service, pursue the disputed amount through collections or legal action, and charge administrative fees incurred as a result of the chargeback process.

7. Partner & Referral Program

7.1 Program Overview

Thoryx operates a partner and referral program ("Partner Program") that enables approved individuals and organizations ("Partners") to refer new clients to the Service and earn recurring commissions based on the ongoing subscription revenue generated by successfully referred clients. The Partner Program is designed for professionals, agencies, consultants, and business networks that operate within industries served by Thoryx.

7.2 Eligibility & Approval

Participation in the Partner Program is not automatic and is subject to individual review and approval by Thoryx. To be considered, applicants must submit a partner application through the designated channel. Thoryx reserves the right, at its sole and absolute discretion, to approve or reject any application without providing a reason, and to impose additional eligibility conditions at any time. Approval to the Partner Program does not constitute an employment relationship, agency relationship, franchise, joint venture, or partnership of any kind between the Partner and Thoryx.

7.3 Commission Structure

Approved Partners earn a recurring commission based on the active subscription revenue generated by clients they directly referred to the Service, calculated as a percentage of the net subscription fee paid by the referred client ("Commission"). The applicable Commission rate, payment schedule, minimum thresholds, and any caps or limitations are communicated to Partners through the Partner dashboard and may be updated by Thoryx at any time, subject to Section 7.5 below.

7.4 Commission Eligibility Conditions

A Commission is only earned and payable when all of the following conditions are satisfied:

  • ·The referred client has been successfully registered through the Partner's unique referral link or code, or has been attributed to the Partner through Thoryx's tracking system;
  • ·The referred client has completed a paid subscription (free trial periods do not generate Commissions);
  • ·The referred client's subscription payment has been received and cleared by Thoryx without dispute or chargeback;
  • ·The Partner remains in good standing under these Terms and the Partner Program terms at the time of payment;
  • ·The referred client's account remains active — Commissions cease to accrue upon cancellation, suspension, or termination of the referred client's account.

7.5 Commission Modifications

Thoryx reserves the right to modify the Commission rate, payment structure, eligibility criteria, or any other terms of the Partner Program at any time, with at least fourteen (14) days' written notice to active Partners for material reductions in Commission rates. Continued participation in the Partner Program after the effective date of any modification constitutes acceptance of the revised terms. If a Partner does not accept the modifications, their sole remedy is to withdraw from the Partner Program by notifying Thoryx in writing.

7.6 Clawback Provisions

Thoryx reserves the right to withhold, reduce, or reclaim Commissions previously paid or accrued in the following circumstances:

  • ·A referred client initiates a successful chargeback, payment dispute, or refund claim that results in the reversal of subscription payments from which the Commission was derived;
  • ·A referred client's account is terminated by Thoryx for violation of these Terms or the Acceptable Use Policy;
  • ·The Partner is found to have engaged in fraudulent, deceptive, or non-compliant referral practices;
  • ·Referral attribution is later determined to have been the result of tracking fraud, cookie stuffing, or other manipulative practices.

7.7 Partner Conduct Obligations

Partners must at all times, when representing or promoting Thoryx:

  • ·Present the Service accurately and truthfully, using only marketing materials and claims that have been approved by Thoryx or that are clearly and factually consistent with the Service's documented features;
  • ·Refrain from making guarantees, representations, or promises about results, earnings, or performance that Thoryx has not expressly authorized;
  • ·Comply with all applicable advertising, marketing, and consumer protection laws, including laws governing the disclosure of commercial relationships (e.g., FTC disclosure requirements);
  • ·Not use spam, unsolicited bulk messaging, misleading advertising, or any prohibited method described in the Acceptable Use Policy to promote the Service;
  • ·Not use paid search advertising, social media ads, or other paid channels to promote the Service without Thoryx's prior written authorization;
  • ·Promptly inform Thoryx of any complaints, regulatory inquiries, or disputes arising from their promotional activities.

7.8 No Guarantee of Earnings

Participation in the Partner Program does not guarantee any minimum level of earnings, referrals, or business results. Thoryx makes no representation regarding expected Commission income. Any income projections, case studies, or examples shared by Thoryx are illustrative only and do not constitute guarantees or predictions of individual Partner results.

7.9 Partner Dashboard & Reporting

Approved Partners receive access to a private dashboard through which they can view referral tracking, active client metrics, Commission accruals, and payment history. Dashboard data is provided for informational purposes and is subject to reconciliation. In the event of a discrepancy between Partner-reported data and Thoryx's internal records, Thoryx's records shall prevail.

7.10 Independent Contractor Status

Partners are independent contractors. Nothing in the Partner Program creates or implies any employment, agency, partnership, or joint venture relationship between a Partner and Thoryx. Partners have no authority to bind Thoryx contractually, make representations on Thoryx's behalf, or create any legal obligation for Thoryx with respect to third parties. Partners are solely responsible for all taxes, social security contributions, and regulatory obligations arising from their participation in the Partner Program.

7.11 Termination of Partner Status

Thoryx reserves the right to suspend or terminate any Partner's participation in the Partner Program at any time, with or without cause, with immediate effect upon notice. Upon termination: accrued and unpaid Commissions earned prior to termination will be paid in accordance with the standard payment schedule (subject to clawback provisions); no further Commissions will accrue; Partner's access to the Partner dashboard will be revoked; and Partner must immediately cease all promotional activities for Thoryx.

8. Intellectual Property

8.1 Thoryx Platform IP

The Service — including, without limitation, its source code, software architecture, algorithms, machine learning models, user interface designs, visual elements, brand identity, trademarks, trade names, service marks, trade secrets, and all associated documentation — is and remains the exclusive intellectual property of Thoryx and its licensors. All rights not expressly granted in these Terms are reserved by Thoryx.

These Terms do not grant you any ownership interest in the Service or any component thereof. You may not copy, reproduce, modify, adapt, translate, create derivative works from, reverse engineer, disassemble, decompile, or otherwise attempt to extract source code from any part of the Service.

8.2 Limited License

Subject to your compliance with these Terms, Thoryx grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service solely for your internal business operations and in accordance with these Terms. This license terminates automatically upon any breach of these Terms.

8.3 User Content

You retain full ownership of any business data, configurations, prompts, contact records, and other content that you create, upload, or input into the Service ("User Content"). By using the Service, you grant Thoryx a limited, worldwide, royalty-free, non-exclusive license to process, store, reproduce, and use your User Content solely to the extent necessary to provide the Service to you and to fulfill Thoryx's obligations under these Terms. This license terminates upon the deletion of your User Content or the termination of your account.

8.4 Aggregated Data

Thoryx may use anonymized, de-identified, and aggregated data derived from usage of the Service — in a form that does not identify you or any individual — for purposes of improving the Service, conducting research, developing new features, and producing benchmarks or industry reports. Such use does not constitute processing of personal data and is not subject to the personal data provisions of these Terms.

8.5 Feedback

Any ideas, suggestions, recommendations, improvement requests, or other feedback you voluntarily provide to Thoryx regarding the Service ("Feedback") shall be and remain the exclusive property of Thoryx. By providing Feedback, you assign to Thoryx all rights, title, and interest in and to such Feedback. Thoryx may use Feedback for any purpose without restriction, compensation, attribution, or obligation to you.

9. User Data & Third-Party Data

The nature of the Service means that you will necessarily process personal data belonging to your own clients, contacts, prospects, and other third parties through the platform. With respect to such data:

  • ·You are the data controller. You independently determine the purposes for which, and the means by which, such personal data is processed. You bear full and exclusive legal responsibility for such processing, including compliance with the General Data Protection Regulation (GDPR), the California Consumer Privacy Act (CCPA), and all other applicable data protection laws in every relevant jurisdiction.
  • ·Thoryx is the data processor. Thoryx processes third-party personal data exclusively on your instructions and exclusively to the extent necessary to operate the Service on your behalf. Thoryx does not use your clients' data for any purpose beyond Service delivery.
  • ·Consent is your responsibility. You warrant that you have obtained, and will maintain, all legally required consents, permissions, authorizations, and legal bases necessary to process your clients' personal data through the Service, including specific consent for automated messaging where applicable under law.
  • ·Data subject requests. You are solely responsible for responding to data subject access requests, deletion requests, and other rights exercised by your clients. Thoryx will provide reasonable technical assistance in fulfilling such requests to the extent feasible within the Service's capabilities.
  • ·Data accuracy. You are responsible for ensuring that all personal data processed through the Service is accurate, current, and limited to what is necessary for the stated purpose.

10. Third-Party Services & Integrations

The Service integrates with, and depends upon, a range of third-party platforms, APIs, and services including but not limited to: WhatsApp and Meta's Business API, OpenAI's language model APIs, Twilio's communications infrastructure, Stripe's payment processing, and Supabase's database services (collectively, "Third-Party Services").

Thoryx expressly disclaims all responsibility for:

  • ·The availability, uptime, security, performance, or reliability of any Third-Party Service at any time;
  • ·Changes, deprecations, or modifications to Third-Party Service APIs, features, pricing, or terms of service that affect the functionality or availability of the Service;
  • ·The accuracy, completeness, or legality of content transmitted through, processed by, or generated with the assistance of Third-Party Services;
  • ·Any loss of data, functionality, revenue, or business opportunity arising from the failure, suspension, termination, or modification of any Third-Party Service;
  • ·Any enforcement action, policy decision, account suspension, or restriction imposed on you or Thoryx by any Third-Party Service provider, including but not limited to suspension of WhatsApp Business API access;
  • ·Any content moderation decisions, filter failures, or model behavior changes in third-party AI systems.

Your use of Third-Party Services integrated with Thoryx is governed exclusively by the respective terms, policies, and privacy notices of those providers. By using those integrations, you independently agree to comply with the applicable Third-Party Service terms. Thoryx does not act as an agent, reseller, or representative of any Third-Party Service provider.

11. Service Availability & Maintenance

Thoryx will use commercially reasonable efforts to maintain Service availability. However, Thoryx does not warrant or guarantee any specific level of uptime, availability, or performance. The Service may experience downtime or degraded performance as a result of:

  • ·Scheduled maintenance, updates, or infrastructure migration;
  • ·Emergency maintenance required to address security vulnerabilities, critical bugs, or data integrity issues;
  • ·Failures, outages, or degradation of Third-Party Services upon which the platform depends;
  • ·Force majeure events including natural disasters, acts of war or terrorism, governmental actions, cyberattacks, or other events beyond Thoryx's reasonable control;
  • ·Internet connectivity failures, DNS outages, or other infrastructure events not within Thoryx's direct control.

Thoryx shall not be liable for any damages, losses, costs, or expenses incurred as a result of Service unavailability, regardless of the cause or duration. Thoryx may perform scheduled maintenance with or without prior notice and will use reasonable efforts to schedule maintenance during off-peak hours.

12. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THORYX AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, LICENSORS, AND SERVICE PROVIDERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES OF ANY NATURE WHATSOEVER, INCLUDING WITHOUT LIMITATION: LOSS OF ACTUAL OR ANTICIPATED PROFITS OR REVENUE; LOSS OF BUSINESS, CONTRACTS, OR COMMERCIAL OPPORTUNITIES; LOSS, CORRUPTION, OR DESTRUCTION OF DATA; LOSS OF GOODWILL OR REPUTATION; BUSINESS INTERRUPTION OR WASTED EXPENDITURE; COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; OR ANY OTHER ECONOMIC, COMMERCIAL, FINANCIAL, OR INTANGIBLE LOSS — ARISING OUT OF OR RELATED TO: (I) YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SERVICE; (II) ANY CONTENT, DATA, MESSAGES, COMMUNICATIONS, OR OUTPUTS TRANSMITTED, RECEIVED, OR GENERATED THROUGH THE SERVICE; (III) ANY AUTOMATED OR AI-GENERATED RESPONSE, ERROR, OMISSION, OR INACCURACY PRODUCED BY THE SERVICE; (IV) ANY UNAUTHORIZED ACCESS TO, ALTERATION OF, OR LOSS OF YOUR ACCOUNT DATA; (V) ANY CONDUCT, CONTENT, OR ACTIONS OF ANY THIRD PARTY IN CONNECTION WITH THE SERVICE; (VI) ANY FAILURE, OUTAGE, SUSPENSION, OR TERMINATION OF ANY THIRD-PARTY SERVICE; (VII) ANY REGULATORY ACTION, PENALTY, OR FINE IMPOSED ON YOU ARISING FROM YOUR USE OF THE SERVICE; (VIII) ANY VIOLATION OF APPLICABLE LAW COMMITTED BY YOU IN YOUR USE OF THE SERVICE; (IX) THE PARTNER PROGRAM, INCLUDING ANY FAILURE TO GENERATE COMMISSIONS OR ANY MODIFICATION TO COMMISSION RATES.

IN NO EVENT SHALL THORYX'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING UNDER OR IN CONNECTION WITH THESE TERMS, REGARDLESS OF THE FORM OF ACTION OR THE THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, STRICT LIABILITY, STATUTE, OR OTHERWISE), EXCEED THE GREATER OF: (I) THE TOTAL NET AMOUNT PAID BY YOU TO THORYX IN THE THREE (3) CALENDAR MONTHS IMMEDIATELY PRECEDING THE EVENT OR CIRCUMSTANCE FIRST GIVING RISE TO THE CLAIM; OR (II) ONE HUNDRED EUROS (€100). THIS LIMITATION APPLIES EVEN IF THORYX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

Some jurisdictions do not permit the exclusion or limitation of incidental or consequential damages. In such jurisdictions, the above limitations shall apply to the greatest extent permitted by applicable law. Nothing in these Terms shall exclude or limit any liability that cannot be excluded or limited under applicable law.

13. Disclaimer of Warranties

THE SERVICE IS PROVIDED STRICTLY ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTY OR REPRESENTATION OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THORYX EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING: IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, AND NON-INFRINGEMENT; WARRANTIES THAT THE SERVICE WILL OPERATE WITHOUT INTERRUPTION OR ERROR; WARRANTIES THAT THE SERVICE OR ITS OUTPUTS WILL BE ACCURATE, COMPLETE, TIMELY, RELIABLE, OR SUITABLE FOR ANY PARTICULAR USE; WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE; AND ANY WARRANTIES REGARDING THE RESULTS THAT MAY BE ACHIEVED FROM THE USE OF THE SERVICE.

No oral or written information or advice given by Thoryx, its employees, agents, or representatives shall create any warranty. You acknowledge that you have not entered into these Terms in reliance on any warranty, representation, or statement not expressly set forth herein.

14. Indemnification

You agree, at your own expense, to indemnify, defend, and hold harmless Thoryx and each of its affiliates, subsidiaries, officers, directors, employees, contractors, agents, licensors, and successors (collectively, "Thoryx Parties") from and against any and all claims, actions, proceedings, investigations, demands, suits, losses, liabilities, damages, fines, penalties, costs, and expenses of any kind (including reasonable attorneys' fees, court costs, and expert witness fees) that arise out of or in connection with:

  • ·Your access to or use of the Service in any manner, including any use that results in harm to any third party;
  • ·Your violation of any provision of these Terms, the Acceptable Use Policy, or the AI & Automation Disclaimer;
  • ·Your violation of any applicable law, regulation, rule, or governmental order;
  • ·Any content, data, messages, or other material that you submit, transmit, generate, or cause to be generated through the Service;
  • ·Your failure to obtain legally required consents for the processing of personal data belonging to third parties;
  • ·Any claim by a third party that your use of the Service infringed, misappropriated, or otherwise violated their intellectual property rights, privacy rights, or any other legal rights;
  • ·Your participation in the Partner Program, including any representations you made to prospective clients on behalf of or in connection with Thoryx;
  • ·Any negligent, reckless, or intentionally wrongful act or omission by you or by any person acting under your direction or on your behalf.

Thoryx reserves the right, at its own expense, to assume exclusive control of any matter subject to indemnification by you, in which case you agree to cooperate fully with Thoryx's defense of such matter and to refrain from settling any such claim without Thoryx's prior written consent.

15. Termination

15.1 Termination by Thoryx

Thoryx may, at its sole discretion and without prejudice to any other rights or remedies available to it, immediately suspend, restrict, or permanently terminate your access to the Service and/or your account, with or without prior notice, upon the occurrence of any of the following:

  • ·Violation of these Terms, the Acceptable Use Policy, or the AI & Automation Disclaimer;
  • ·Engaging in fraudulent, deceptive, abusive, or illegal conduct in connection with the Service;
  • ·Failure to pay any amount due and payable under your subscription;
  • ·Conduct that, in Thoryx's reasonable judgment, poses a risk to the security, integrity, or reputation of the Service or harms other users;
  • ·Any situation where Thoryx's continued provision of the Service to you would expose Thoryx to legal, regulatory, financial, or reputational liability;
  • ·Receipt of a legitimate demand from a competent governmental or regulatory authority requiring cessation of service.

15.2 Termination by User

You may terminate your account at any time through the account management section of the Service or by contacting thoryxsystems@gmail.com. Termination will take effect at the end of the current billing period. You remain liable for all charges accrued prior to the effective date of termination. Termination does not entitle you to any refund of subscription fees paid.

15.3 Effect of Termination

Upon termination of your account for any reason: (i) your license to access the Service terminates immediately; (ii) you must immediately cease all use of the Service; (iii) Thoryx may delete your account data in accordance with the Privacy Policy; (iv) outstanding payment obligations survive termination and remain enforceable. Sections 7, 8, 9, 12, 13, 14, 16, 17, and 18 of these Terms shall survive termination indefinitely.

16. Governing Law & Dispute Resolution

16.1 Governing Law

These Terms shall be interpreted and governed in accordance with the generally recognized principles of international commercial contract law, including where applicable the UNIDROIT Principles of International Commercial Contracts, supplemented where necessary by any mandatory provisions of the law of the jurisdiction in which you are resident or domiciled that cannot be waived by agreement.

16.2 Mandatory Pre-Dispute Resolution

Before initiating any formal legal proceedings, you agree to: (i) provide Thoryx with written notice of the dispute at thoryxsystems@gmail.com, clearly describing the nature of the claim, the relevant facts, and the remedy sought; (ii) engage in good faith efforts to resolve the dispute informally for a period of no less than thirty (30) calendar days from the date such notice is received by Thoryx. Any statute of limitations applicable to a claim shall be tolled during this pre-dispute resolution period.

16.3 Arbitration

If a dispute cannot be resolved through the informal process described above, it shall be finally settled by binding arbitration conducted by a single arbitrator appointed in accordance with internationally recognized arbitration rules. The arbitration shall be conducted in the English language. The arbitrator's award shall be final and binding and may be entered as a judgment by any court of competent jurisdiction. Each party shall bear its own costs of arbitration unless the arbitrator determines that equity requires a different allocation.

16.4 Exceptions to Arbitration

Notwithstanding the above, either party may seek urgent interim or injunctive relief from a court of competent jurisdiction to prevent irreparable harm pending arbitration, without waiving the right to arbitration.

16.5 Class Action Waiver

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU IRREVOCABLY WAIVE ANY RIGHT TO BRING OR PARTICIPATE IN ANY CLASS ACTION LAWSUIT, CLASS-WIDE ARBITRATION, PRIVATE ATTORNEY GENERAL ACTION, OR CONSOLIDATED PROCEEDING OF ANY KIND AGAINST THORYX. ALL DISPUTES SHALL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY.

17. Force Majeure

Thoryx shall not be liable for any delay in performance or failure to perform any obligation under these Terms to the extent that such delay or failure is caused by circumstances beyond Thoryx's reasonable control, including but not limited to: acts of God; natural disasters; war, terrorism, or civil unrest; governmental actions, embargoes, or regulations; epidemic or pandemic events; power outages or failures of public utility infrastructure; cyberattacks, distributed denial-of-service attacks, or other hostile acts targeting Thoryx or its infrastructure providers; or failures of third-party internet or telecommunications services.

18. Changes to These Terms

Thoryx reserves the right to revise and update these Terms at any time and for any reason. For material changes — defined as changes that substantively affect your rights or obligations — Thoryx will provide notice via the email address associated with your account or through a prominent in-Service notification, at least fourteen (14) calendar days before the revised Terms become effective.

Your continued use of the Service after the effective date of any modification constitutes your binding acceptance of the revised Terms. If you disagree with the revised Terms, your sole remedy is to discontinue use of the Service and terminate your account prior to the effective date of the change.

It is your responsibility to review these Terms periodically. Thoryx maintains a version history of these Terms and will note the effective date of the most recent revision at the top of this document.

19. Miscellaneous Provisions

19.1 Entire Agreement

These Terms, together with the Privacy Policy, Acceptable Use Policy, and AI & Automation Disclaimer, constitute the entire and exclusive legal agreement between you and Thoryx with respect to the Service and supersede all prior or contemporaneous agreements, representations, warranties, understandings, and communications, whether oral or written, between the parties regarding the subject matter hereof.

19.2 Severability

If any provision of these Terms is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, unenforceable, or in conflict with applicable law, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions of these Terms shall continue in full force and effect without impairment.

19.3 No Waiver

Thoryx's failure or delay in exercising or enforcing any right, power, or remedy available under these Terms shall not constitute a waiver of that right, power, or remedy and shall not preclude Thoryx from exercising or enforcing it at any future time. No single or partial exercise of any right, power, or remedy precludes any other or further exercise thereof.

19.4 Assignment

You may not assign, transfer, delegate, or sublicense any of your rights or obligations under these Terms without Thoryx's prior written consent. Any purported assignment without such consent is null and void. Thoryx may freely assign these Terms, or any rights or obligations hereunder, to any affiliate, successor, or acquirer of all or substantially all of Thoryx's assets or business, without your consent.

19.5 Language

These Terms may be made available in multiple languages as a courtesy. In the event of any conflict, ambiguity, or inconsistency between the English version and any translated version, the English version shall prevail and be controlling in all respects.

19.6 Headings

Section headings in these Terms are for convenience and organizational purposes only and shall not affect the interpretation or legal effect of any provision.

20. Contact & Legal Notices

For all legal notices, questions, or communications regarding these Terms, please contact Thoryx at:

  • ·Email: thoryxsystems@gmail.com
  • ·Subject line: Legal Notice — Terms of Service

Notices sent by email shall be deemed received upon confirmation of delivery. Thoryx will use commercially reasonable efforts to respond to legal inquiries within five (5) business days.