Terms & Conditions

1. Introduction

These Terms and Conditions ("Terms") govern your use of services provided by Novaxis ("Company," "we," "us," or "our") and access to our website. By engaging our services or using our website, you agree to be bound by these Terms.

If you do not agree with any part of these Terms, please do not use our services or website.

2. Definitions

• "Services" refers to conversational AI development, chatbot implementation, readiness audits, and related professional services provided by Novaxis.
• "Client" or "you" refers to the individual or organization engaging our services.
• "Deliverables" refers to the chatbot systems, documentation, training materials, or reports provided as part of our services.
• "Agreement" refers to any service agreement, proposal, or contract between Novaxis and the Client.
• "Confidential Information" includes proprietary information, business data, and technical details shared during the engagement.

3. Services Provided

Novaxis provides conversational AI development services including readiness audits, custom chatbot development, and multi-channel platform implementation. Specific services, deliverables, timelines, and pricing are detailed in individual service agreements or proposals.

We reserve the right to modify or discontinue services with reasonable notice. Services are subject to availability and technical feasibility as determined during the initial assessment phase.

Our services are provided to businesses and organizations. We do not provide services to individuals under eighteen years of age.

4. Client Responsibilities

When engaging our services, you agree to:

• Provide accurate and complete information necessary for service delivery
• Grant appropriate access to systems, data, and personnel required for the project
• Respond to requests for feedback, approval, or clarification within agreed timeframes
• Designate a point of contact for project communications
• Use deliverables in compliance with applicable laws and regulations
• Maintain confidentiality of any proprietary methods or information we share

Delays caused by lack of client cooperation or information may result in timeline adjustments and potential additional costs.

5. Intellectual Property Rights

Upon full payment for services, you receive a license to use the delivered chatbot system and related deliverables for your business operations. This license is non-exclusive, non-transferable, and limited to the scope defined in the service agreement.

Novaxis retains ownership of:

• Underlying frameworks, tools, and methodologies used in service delivery
• Generic conversation design patterns and technical approaches
• Pre-existing intellectual property incorporated into the deliverables
• Rights to use project learnings for improving our services

You retain ownership of your business data, customer information, and proprietary content provided to us during the engagement.

6. Payment and Fees

Service fees are specified in individual proposals or service agreements. Unless otherwise stated, pricing is in Singapore Dollars (SGD).

Payment terms typically include:

• Initial deposit upon project commencement (usually thirty to fifty percent of total fee)
• Milestone payments for longer engagements
• Final payment upon project completion and delivery
• Payment due within thirty days of invoice date unless otherwise agreed

Late payments may incur interest charges at the rate of one point five percent per month or the maximum allowed by law, whichever is lower. We reserve the right to suspend services for overdue accounts.

7. Disclaimers and Limitations

Our services are provided "as is" without warranties of any kind, express or implied. While we strive for high-quality deliverables, we do not guarantee:

• Specific business outcomes or performance metrics
• Uninterrupted or error-free operation of delivered systems
• Compatibility with all third-party systems or future technology changes
• Achievement of particular customer satisfaction levels

Chatbot accuracy depends on training data quality, conversation design, and ongoing maintenance. Results will vary based on implementation context and user interactions.

8. Limitation of Liability

To the maximum extent permitted by Singapore law, Novaxis's total liability arising from or related to services provided shall not exceed the total fees paid by the client for the specific service giving rise to the claim.

We are not liable for:

• Indirect, consequential, or incidental damages
• Lost profits, revenue, or business opportunities
• Data loss resulting from client systems or third-party service failures
• Damages resulting from unauthorized modifications to deliverables
• Issues arising from incomplete or inaccurate information provided by the client

This limitation applies regardless of the legal theory (contract, tort, negligence, or otherwise) and whether or not we were advised of the possibility of such damages.

9. Confidentiality

Both parties agree to maintain confidentiality of proprietary information shared during the engagement. This obligation continues for three years after project completion.

Confidential Information does not include data that:

• Was publicly known prior to disclosure
• Becomes publicly available through no breach of this agreement
• Was independently developed without reference to confidential information
• Is required to be disclosed by law or court order

We may use non-confidential project details as case studies with your permission, ensuring no sensitive business information is disclosed.

10. Termination

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

• Client remains responsible for payment for work completed to date
• We will deliver work in progress in its current state
• Both parties must return or destroy confidential information as requested
• Licenses granted revert unless full payment has been made

We may terminate immediately if you breach these Terms or fail to make payments when due.

11. Governing Law and Disputes

These Terms are governed by the laws of Singapore. Any disputes arising from these Terms or our services shall be subject to the exclusive jurisdiction of the courts of Singapore.

Before initiating legal proceedings, parties agree to attempt resolution through good faith negotiation. If negotiation fails within thirty days, either party may proceed with formal dispute resolution.

12. General Provisions

Entire Agreement: These Terms, together with any service agreement, constitute the entire agreement between parties regarding the subject matter.

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

Waiver: Failure to enforce any right or provision does not constitute a waiver of that right.

Assignment: You may not assign rights or obligations under these Terms without our written consent. We may assign to affiliates or in connection with a business transfer.

Notices: All notices must be in writing and sent to the contact addresses provided in service agreements.

13. Changes to Terms

We may update these Terms periodically. Changes become effective thirty days after posting on our website. Continued use of services after changes take effect constitutes acceptance. Material changes will be communicated directly to active clients.

14. Contact Information

For questions about these Terms or our services, please contact: