General terms and conditions

Last updated: 28-08-2026

1. Scope

These general terms govern the relationship between Opticron LLC (hereinafter, "Opticron") and the client who engages its consulting, process automation, systems integration and artificial intelligence services.

They apply on a subsidiary basis to the accepted proposal and the contract signed between the parties. In the event of conflict, the terms agreed in the contract prevail and, failing that, those in the accepted proposal.

These terms are addressed to professionals and companies contracting within their business activity. Opticron's services are not offered to consumers.

2. Description of the services

Opticron analyzes the client's processes, designs tailored solutions and implements automations and integrations. Every project is specific: no standardized products are sold.

The specific scope of each engagement — deliverables, milestones and exclusions — must be set out in writing in the accepted proposal. Any work not included in it is considered out of scope.

3. Quotes, timelines and payments

Prices, milestones, timelines and payment terms are those stated in the accepted proposal, and are valid for the period expressed therein.

Unless expressly stated, the price excludes third-party costs required for the solution to work: software licences, platform subscriptions, application programming interface (API) usage, hosting services and any similar items, which are borne directly by the client.

Stated timelines are estimates based on the information available when the proposal was prepared and on the client's availability to validate. Delays attributable to the client shift the schedule accordingly.

4. Client obligations

So that Opticron can provide the service, the client undertakes to:

• Provide truthful, complete and up-to-date information about its processes and systems.
• Provide the necessary access, credentials and permissions in good time.
• Appoint a contact person with decision-making capacity and validate deliverables within the agreed timeframes.
• Hold the necessary third-party licences and subscriptions, and the lawful basis to process the data it makes available to Opticron.

5. Prior technical validation

Where the project requires it, Opticron may carry out a basic technical validation at no cost beforehand, aimed at checking whether the client's systems are compatible with the proposed solution.

Its result is informational and conditions the scope and price finally offered. If the validation concludes that the solution is not viable with the current systems, the parties may choose not to proceed at no cost to either of them.

6. Warranty and support

Opticron includes thirty (30) calendar days of maintenance at no cost from delivery, intended to fix issues and make final adjustments to the delivered solution after the client has tried it.

The warranty covers issues directly attributable to the solution developed by Opticron. The following are excluded:

• Scope changes and new functionality.
• Issues arising from third-party systems, platforms or services, including their modification, interruption or price changes.
• Failures caused by modifications made by the client or by third parties without Opticron's knowledge.
• Use of the solution for purposes other than those intended.

After that period, maintenance and improvements are provided as agreed between the parties.

7. No guarantee of results

Opticron guarantees the delivery and scope committed to in the accepted proposal, carried out with the professional diligence required.

Opticron does not guarantee economic or commercial results of any kind: no sales volume, no specific cost saving, no particular number of hours recovered, no search engine rankings, and no continued availability of services provided by third parties.

Any estimate of savings or improvement appearing in a proposal is indicative, is based on the information provided by the client, and does not constitute a contractual commitment.

8. Intellectual property and confidentiality

Each party retains ownership of the intellectual and industrial property rights existing before the relationship.

Ownership of, or licence to use, the deliverables is governed by the accepted proposal or the contract. Unless otherwise agreed, Opticron retains ownership of its methodologies, templates, reusable components and prior know-how, and grants the client a licence to use them within the delivered solution.

Both parties undertake to keep confidential any non-public information they access in connection with the relationship, and not to use it for purposes other than performing it. This obligation survives the end of the relationship.

Unless the client expressly objects, Opticron may mention the existence of the collaboration for commercial reference purposes, without disclosing confidential information.

9. Data protection

Each party will comply with the data protection legislation applicable to it.

Where the engagement involves Opticron processing personal data on behalf of the client, Opticron will act as data processor and the parties will enter into the corresponding agreement. The client, as controller, warrants that it has sufficient legal basis for the data it provides and for the intended purposes.

The processing of data collected through the website is described in the legal notice and privacy policy.

10. Limitation of liability

To the extent permitted by applicable law, Opticron's liability towards the client on any ground arising from the relationship is limited to the amount actually paid by the client for the project giving rise to the claim.

Opticron will not be liable for indirect damages, loss of profit, loss of data, loss of business opportunities, or damages arising from the interruption, modification or discontinuation of services provided by third parties.

These limitations do not apply in cases of wilful misconduct or gross negligence, or in any other case where the law does not permit liability to be limited.

11. Term and termination

The relationship lasts for the duration of the contracted project, in accordance with the milestones in the accepted proposal.

Either party may terminate the relationship for a material breach by the other that is not remedied within a reasonable period after notice. In the event of termination, the client will pay for the work actually carried out up to that point.

12. Governing law and jurisdiction

These terms, and the relationship between Opticron and the client, are governed by the laws of the State of New Mexico, United States, excluding its conflict of law rules.

For the resolution of any dispute arising from these terms or their performance, the parties submit to the jurisdiction of the state and federal courts located in the State of New Mexico, expressly waiving any other forum that might apply to them.

The foregoing is without prejudice to any mandatory rules that may apply and to the rights that data protection law grants to data subjects located in the European Union, as set out in the legal notice and privacy policy.

13. Changes and contact

Opticron may modify these terms. The version applicable to each project is the one in force at the time the proposal is accepted. The date of the last revision is shown at the top of the document.

For questions about these terms, write to info@opticron.io. Opticron LLC is located at 1209 Mountain Road PL NE STE R, Albuquerque, NM 87110, United States.