Terms & Conditions

1. Definitions

In these Terms and Conditions:

• "Company," "We," "Us," "Our" refers to luminiona, operating from Kuala Lumpur, Malaysia
• "Services" refers to AI integration services including pilot programs, entity extraction development, and operating model design
• "Client," "You," "Your" refers to the individual or organization engaging our services
• "Agreement" refers to these Terms and Conditions along with any service-specific agreements
• "Website" refers to our online presence at luminiona.pro

2. Acceptance of Terms

By accessing our website or engaging our services, you agree to be bound by these Terms and Conditions. If you do not agree with any part of these terms, you should not use our website or services.

To engage our services, you must be at least 18 years old and have the legal capacity to enter into binding contracts under Malaysian law.

3. Service Description

We provide AI integration services including:

• AI Pilot Programs for testing AI capabilities in controlled environments
• Entity Extraction Development for automated information processing
• AI Operating Model Design for organizational AI governance

Service availability is subject to our capacity and resource constraints. We reserve the right to decline service requests that fall outside our expertise or capacity.

4. Service Engagement and Scope

Each engagement begins with a consultation to define scope, deliverables, timeline, and pricing. Service details will be documented in a separate agreement or statement of work.

Changes to scope during an engagement must be agreed upon in writing by both parties. Additional work beyond the original scope may incur additional fees.

We commit to delivering services with professional diligence but do not provide warranties regarding specific business outcomes or AI performance metrics unless explicitly stated in writing.

5. Client Responsibilities

Clients agree to:

• Provide accurate and complete information necessary for service delivery
• Grant timely access to systems, data, and personnel as required
• Respond to requests for information or decisions within reasonable timeframes
• Ensure data provided complies with applicable laws and regulations
• Maintain confidentiality of any proprietary methods or information shared during engagement
• Use delivered systems and documentation in accordance with applicable laws

6. Payment Terms

Service fees are specified in individual engagement agreements. Unless otherwise agreed, payment terms are:

• 50% deposit upon engagement commencement
• Remaining 50% upon completion and delivery of final deliverables

All fees are stated in Malaysian Ringgit (RM) and are exclusive of applicable taxes unless specified otherwise.

Payment is due within 30 days of invoice date. Late payments may incur interest at a rate of 1.5% per month or the maximum permitted by law, whichever is less.

Refund Policy

Deposits are non-refundable once work has commenced. If a client terminates an engagement early, fees will be calculated based on work completed to that point. Any unearned fees will be refunded within 30 days.

7. Intellectual Property

Our Intellectual Property

We retain ownership of our proprietary methodologies, frameworks, and pre-existing intellectual property. Clients receive a non-exclusive license to use our methods solely in connection with systems we develop for them.

Client Intellectual Property

Clients retain ownership of their data and pre-existing intellectual property. You grant us a license to use your data and materials solely for delivering the engaged services.

Work Product

Upon full payment, clients own the specific systems, models, and documentation we develop for them. We retain the right to use general knowledge, techniques, and experience gained during engagements for other clients.

8. Confidentiality

Both parties agree to maintain confidentiality of information designated as confidential. This obligation continues for 3 years after engagement completion.

Confidential information does not include information that:

• Is or becomes publicly available through no fault of the receiving party
• Was rightfully possessed before disclosure
• Is independently developed without use of confidential information
• Must be disclosed by law or court order

9. Disclaimers

Services are provided on an "as is" basis. While we use professional diligence, we make no warranties regarding:

• Specific performance metrics or business outcomes
• Compatibility with all systems or platforms
• Uninterrupted or error-free operation of delivered systems
• Accuracy of AI predictions or classifications beyond stated test metrics

Our services are for business purposes. We are not providing legal, financial, medical, or other professional advice unless explicitly stated in an engagement agreement.

10. Limitation of Liability

To the maximum extent permitted by Malaysian law, our total liability for any claims arising from services is limited to the fees paid for the specific engagement giving rise to the claim.

We are not liable for indirect, consequential, special, or punitive damages including lost profits, lost data, or business interruption.

This limitation does not apply to liability for gross negligence, willful misconduct, or violations of applicable law.

11. Indemnification

Clients agree to indemnify and hold us harmless from claims arising from: (a) client's use of delivered systems in violation of law, (b) client's breach of these terms, (c) client's data or content, or (d) claims that client's use of our services infringes third-party rights (except where we were negligent).

12. Termination

Either party may terminate an engagement with 30 days written notice. Upon termination:

• Client pays for all work completed to date of termination
• We deliver all completed work products
• Both parties return or destroy confidential information

We may terminate immediately if client breaches payment obligations or confidentiality requirements.

13. Dispute Resolution

These terms are governed by the laws of Malaysia. Any disputes will be resolved through the courts of Kuala Lumpur, Malaysia.

Before initiating formal proceedings, parties agree to attempt resolution through good faith negotiation for 30 days.

14. General Provisions

Entire Agreement

These terms, together with any service-specific agreements, constitute the entire agreement between parties regarding services.

Severability

If any provision is found unenforceable, the remaining provisions continue in full effect.

Waiver

Failure to enforce any provision does not constitute a waiver of that provision or any other provision.

Assignment

Clients may not assign rights or obligations without our written consent. We may assign to an affiliated entity or in connection with a business transfer.

Notices

All notices must be in writing and sent to the contact information provided in engagement agreements or to [email protected].

15. Changes to Terms

We may update these terms periodically. Changes become effective 30 days after posting to our website. Active engagements continue under the terms in effect when the engagement began.

Continued use of our website or services after changes constitutes acceptance of updated terms.