Terms & Conditions and Privacy Policy

Effective Date: January 1, 2024

Welcome to Raya Solutions!

This combined Terms and Conditions (“T&C”) and Privacy Policy (“Policy”) governs your access to and use of Raya Solutions website, as well as the professional services we provide, including the implementation, customization, integration, support of enterprise resource planning (ERP) and customer relationship management (CRM) solutions such as ERPNext, Odoo, Microsoft Dynamics 365 (“D365”), and our custom software development services (“Software Development Services”). By accessing or using our website and services (“Services”), you acknowledge that you have read, understood, and agree to be bound by this Policy. If you do not agree, please discontinue using our Services.

Terms & Conditions

1. Definitions

“Raya Solutions,” “we,” “us,” or “our” refers to Raya Solutions, including its employees, officers, directors, affiliates, successors, and assigns.
“User,” “you,” or “your” refers to any individual or entity accessing or using our Services.
“Third-Party Platforms” refers to ERPNext, Odoo, Microsoft D365, and any other third-party ERP/CRM solutions or software that we implement, customize, or support on your behalf.
“Software Development Services” refers to the creation, customization, integration, maintenance, and support of software applications as per client requirements.

2. Scope of Services

Raya Solutions offers professional services related to:

ERP/CRM Implementation: Implementation, customization, integration, configuration, training, and ongoing technical support for ERP and CRM platforms such as ERPNext, Odoo, and Microsoft Dynamics 365.
Software Development Services: Custom software development, including but not limited to web applications, mobile applications, APIs, integrations, and bespoke software solutions tailored to meet specific business needs.

We do not own or control the Third-Party Platforms. Your use of these platforms is subject to the terms and licenses of their respective owners or vendors.

3. Eligibility

You represent and warrant that you are at least 18 years of age or have reached the age of majority in your jurisdiction and have the legal capacity to enter into a binding agreement. If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization to this Policy.

4. Use of Services

You agree to use our Services only for lawful purposes and in accordance with this Policy. You shall not:

Use the Services for any fraudulent, illegal, or unauthorized purpose.
Attempt to gain unauthorized access to our systems, Third-Party Platforms, or engage in any activity that disrupts or damages our Services or other users.
Infringe upon intellectual property rights or misuse confidential information.
Introduce viruses, malware, or harmful code into the Services, Third-Party Platforms, or any software developed by Raya Solutions.

5. Third-Party Platforms

Your use of ERPNext, Odoo, D365, or other Third-Party Platforms is subject to their respective vendor terms. We neither endorse nor guarantee the performance, availability, or future development of these platforms. We are not responsible for platform-related downtime, data loss, or any changes implemented by the ERP/CRM vendor.

6. Software Development Services

Project Scope and Specifications: Detailed specifications, timelines, deliverables, and milestones will be outlined in a separate service agreement or statement of work (“SOW”) specific to each Software Development project.
Intellectual Property Rights:
- Our Materials: All content, documentation, training materials, and code customizations developed by Raya Solutions remain our intellectual property unless otherwise agreed in writing.
- Your Materials: You retain all rights to your existing data, trademarks, proprietary information, and any materials you provide to us for the purpose of software development.
- Developed Software: Ownership and licensing terms for custom-developed software, including source code and binaries, will be as specified in the applicable service contract or SOW. Typically, upon full payment, you will receive a non-exclusive, perpetual license to use the developed software as per the agreed terms.
Confidentiality: We commit to maintaining the confidentiality of your proprietary information and business data. All confidential information shared during the course of a project will be protected in accordance with our Confidentiality Agreement.
Warranties and Support: Details regarding software warranties, maintenance, support, and any Service Level Agreements (SLAs) will be specified in the respective service agreements or SOWs.

7. Intellectual Property

Our Materials: All content, documentation, training materials, and code customizations developed by Raya Solutions remain our intellectual property unless otherwise agreed in writing.
Your Materials: You retain all rights to your existing data, trademarks, and proprietary information.
Custom Solutions: Ownership and licensing terms for custom code, modules, or integrations will be as agreed in the applicable service contract or SOW.

8. Confidentiality and Data Handling

We may handle sensitive business data, including financial records, customer lists, sales figures, and proprietary software code, during the implementation, support, and software development projects. We will implement appropriate measures to maintain confidentiality and protect such data from unauthorized access or disclosure, consistent with our Privacy Policy and any specific confidentiality agreements in place.

9. Service Level Agreements (SLAs) and Additional Terms

Any specific SLAs, maintenance terms, support response times, project timelines, or deliverables will be outlined in separate service agreements or SOWs. Such agreements take precedence over these general T&C to the extent of any conflict.

10. Disclaimers and Limitation of Liability

Disclaimer of Warranties: Our Services are provided on an “as is” and “as available” basis. To the fullest extent permitted by law, we disclaim all warranties, whether express or implied, including merchantability, fitness for a particular purpose, and non-infringement.
Third-Party Disclaimer: We do not warrant the functionality, availability, or performance of ERPNext, Odoo, D365, or any other Third-Party Platforms.
Limitation of Liability: To the extent permitted by applicable law, Raya Solutions shall not be liable for any indirect, incidental, special, or consequential damages, including lost profits, data, or business opportunities, even if advised of the possibility of such damages.

11. Indemnification

You agree to indemnify and hold harmless Raya Solutions from any claims, damages, losses, liabilities, costs, and expenses (including attorneys’ fees) arising from your use of the Services, your breach of this Policy, or your violation of any third-party rights.

12. Modifications and Termination

We reserve the right to modify, suspend, or discontinue the Services (in whole or in part) at any time without prior notice. We may update this Policy from time to time; changes will be posted with an updated Effective Date. Your continued use of the Services after changes take effect signifies acceptance of the revised Policy. We may terminate or suspend your access if you violate this Policy or engage in unlawful conduct.

13. Governing Law and Dispute Resolution

This Policy shall be governed by the laws of the Philippines. Any disputes arising out of or relating to this Policy shall be resolved exclusively by the courts of Pasig City, Philippines.

14. Severability and Waiver

If any provision of this Policy is found to be unlawful, void, or unenforceable, that provision shall be deemed severable and shall not affect the validity of the remaining provisions. Our failure to enforce any right shall not be deemed a waiver of such right.

Privacy Policy

Raya Solutions is committed to safeguarding your privacy and securing the Personal Data you entrust to us. This Privacy Policy outlines how we collect, use, share, and protect your Personal Data in compliance with the Data Privacy Act of 2012 (Republic Act No. 10173) of the Philippines.

1. Information We Collect

Personal Information: Name, email address, phone number, company name, job title.
Technical Data: IP addresses, browser type, operating system.
Usage Data: Pages visited, time spent on each page, and navigation patterns.
Business Data: Financial records, sales figures, customer lists, proprietary software code (collected during ERP/CRM implementations and software development projects).

2. Legal Basis for Processing

We process Personal Data under one or more lawful criteria:

Consent: With your consent for specific processing activities.
Contractual Necessity: To fulfill our obligations in providing agreed-upon Services.
Legitimate Interests: To improve our Services and understand user behavior, without unduly impacting your rights and freedoms.
Legal Obligations: To comply with applicable laws, regulations, or legal processes.

3. How We Use Your Data

We use your Personal Data to:

Provide, maintain, and enhance our Services, including ERP/CRM implementations and software development.
Respond to inquiries and communicate updates.
Analyze usage for performance improvements.
Comply with legal obligations and protect our legal rights.
Develop, customize, and support software applications tailored to your business needs.

4. Data Sharing and Disclosure

We may share Personal Data with:

Service Providers: Under strict confidentiality obligations to assist in delivering our Services.
Third-Party Platforms: ERPNext, Odoo, D365, and other vendors as necessary for integration and implementation.
Legal Compliance: To comply with lawful requests or court orders.
Business Transfers: In the event of mergers, acquisitions, or sale of assets.

We do not sell your Personal Data to third parties.

5. International Data Transfers (If Applicable)

If we transfer Personal Data outside the Philippines, appropriate safeguards will be implemented to ensure continued protection of your information.

6. Data Retention

We retain Personal Data only as long as necessary for the stated purposes or as required by law. When no longer
needed, we securely delete or anonymize it.

7. Security Measures

We employ technical, organizational, and physical measures to protect your Personal Data from unauthorized access, alteration, or disclosure. These measures include:

Technical: Encryption, firewalls, secure servers, access controls.
Organizational: Data protection policies, employee training, regular security audits.
Physical: Secure office locations, restricted access to data storage areas.

While we strive for robust security, no method is entirely risk-free.

8. Your Rights

Under the Data Privacy Act, you have the right to:

Be Informed about how your data is processed.
Object or Withdraw Consent at any time.
Access your Personal Data.
Rectify inaccuracies in your information.
Erase or Block certain data under specific conditions.
Data Portability where applicable.

9. Exercising Your Rights

To exercise your rights, contact our Data Protection Officer (DPO):

📧 Email: dpo@rayasolutionsph.com

📞 Phone: +63 917 175 8812 | +63 908 818 2059

🏢 Address: 12F Cityland Mega Plaza, ADB Avenue, San Antonio, Pasig City, Philippines

We may require verification of your identity and will respond within a reasonable timeframe.

10. Cookies and Tracking Technologies

We use cookies and similar technologies to improve your browsing experience and analyze website traffic. You can manage or disable cookies via your browser settings. Note that disabling cookies may affect some site functionalities.

By continuing to access or use our Services, you acknowledge that you have read, understood, and agree to these Terms & Conditions and Privacy Policy.