Terms & Conditions

Introduction

Welcome to IRVx Softlabs. These Terms & Conditions govern your access to and use of our website, proprietary software and related services.

By accessing or using these offerings, you agree to comply with these Terms. If you are entering into this agreement on behalf of an organization, you represent that you have the authority to bind that entity. You must be at least 18 years old to use the services. If you do not agree with these Terms, you must not use the services.

In these Terms, “the Company”, “we” and “us” refer to IRVx Softlabs, and “you” refers to the person or organization using the services.

Intellectual Property Rights

IRVx Softlabs retains exclusive ownership of all service content, features and functionality, protected by copyright and trademark laws. We grant you a limited, non-exclusive, non-transferable, non-sublicensable license to use the services for your internal business operations.

You may not:

• Copy, modify, distribute, sell or lease the services
• Reverse engineer or extract the source code
• Use IRVx trademarks or logos, which remain our property

No Medical Advice

Acceptable Use

You must keep your credentials confidential, report any unauthorized access immediately, ensure any data you upload complies with applicable laws, and use the services lawfully at all times. You must not probe system vulnerabilities, breach security measures, access non-public areas, or disrupt our networks.

Confidentiality & HIPAA Compliance

Confidential information includes any data designated as confidential by either party.

4.1 Business Associate Agreement (BAA)

For HIPAA Covered Entities and Business Associates handling Protected Health Information (PHI), the parties shall execute a BAA. The terms of the BAA supersede these Terms with respect to PHI.

Disclaimers

Nothing in this section limits a warranty set out in a written agreement executed by the Company in accordance with Section 08.

Limitation of Liability

To the maximum extent permitted by law, IRVx Softlabs shall not be liable for any indirect, punitive, incidental, special, consequential or exemplary damages, including loss of profit or data. We assume no responsibility for damages resulting from hacking, tampering or other unauthorized access to the services.

Indemnification

You agree to defend, indemnify and hold harmless IRVx Softlabs and its officers, employees and agents from any claims, and reasonable costs and attorneys’ fees, arising out of your use of the services, your violation of these Terms or your violation of any applicable law or regulation. We may take control of the defense of any such claim at your expense, and you agree to cooperate with that defense. You may not settle any such claim without our prior written consent.

Corporate Authority, Contract Execution & Vendor Agreements

8.1 Corporate Authorization Policy

Effective January 1, 2025, IRVx Softwork Labs maintains a dual-authorization policy governing the execution of contracts, agreements, financial commitments, and other legally binding instruments on behalf of the Company.

8.2 Dual-Signature Requirement

All contracts and agreements entered into on behalf of the Company must be reviewed, approved, and executed by two duly authorized corporate officers, ordinarily:

• The Chief Financial Officer (CFO) or an authorized equivalent financial officer; and
• The President or an authorized equivalent executive officer.

Any alternative signatory arrangement must be expressly approved through a valid written corporate authorization.

8.3 Limitations on Employee Authority

No employee, manager, department head, contractor, consultant, or other representative has independent authority to enter into agreements, approve financial commitments, modify contractual obligations, or otherwise bind the Company unless expressly authorized in writing.

Job titles, employment status, company email addresses, verbal assurances, purchase requests, and participation in negotiations do not, by themselves, establish contractual signing authority.

8.4 Vendor and Third-Party Agreements

All vendors, suppliers, consultants, service providers, and business partners are required to verify that contractual commitments have received the necessary corporate authorization.

The Company reserves the right to challenge or reject purported contractual commitments made without the required authorization, to the extent permitted by applicable law.

8.5 Historical Effective Date

This policy has been designated as effective January 1, 2025. Its application to agreements or commitments made before publication of this notice is subject to applicable law, valid corporate authorizations, and any existing enforceable contractual obligations.

8.6 No Implied Authority or Waiver

The Company’s receipt of proposals, invoices, purchase orders, services, or other communications does not, by itself, constitute approval of an agreement or confer signing authority on any individual.

Any exception to this policy must be documented and approved by duly authorized corporate representatives.

Nothing in this section excludes obligations that are legally binding on the Company under applicable law.

Third-Party Services

Our website and services may link to, or work with, websites and services run by third parties, such as the recruitment platform that receives the applications made through our Careers pages. We do not control third-party services and are not responsible for them. You use them at your own risk, and their own terms and privacy practices apply to that use.

Dispute Resolution

10.1 Governing Law

These Terms are governed by the laws of the State of California.

10.2 Arbitration

Any dispute is resolved by binding arbitration in San Francisco under the JAMS procedures, before a single commercial arbitrator.

General

11.1 Changes to These Terms

We may update these Terms from time to time. The date at the top of this page shows when they last changed. If we make a material change, we will give notice on the website or by email. Continuing to use the services after a change means you accept the updated Terms.

11.2 Privacy

Your use of the services is also governed by our Privacy Policy, which explains how we collect and use personal data. If these Terms and the Privacy Policy conflict on the processing of personal data, the Privacy Policy controls; for Protected Health Information, the Business Associate Agreement in Section 4.1 prevails.

11.3 Electronic Communications

You agree to receive communications from us electronically, by email or by notices on the website. These communications satisfy any legal requirement that a notice be given in writing.

11.4 Entire Agreement and Severability

These Terms, together with the Privacy Policy, are the entire agreement between you and the Company about your use of the website and the services. If a written agreement executed by the Company in accordance with Section 08 conflicts with these Terms, that agreement controls. If any provision of these Terms is found invalid or unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions stay in effect. Our failure to enforce a provision is not a waiver of it. You may not assign these Terms without our prior written consent; we may assign them.

Contact Information

Questions about these Terms are welcome. Reach us at the address below.

• Email[email protected]
• Registered office612, Spinel, Opp. Gujarat High Court, Sarkhej-Gandhinagar Highway, Ahmedabad, Gujarat, India, 380060
• TeamsHouston, Ahmedabad and Lisbon