Terms and Conditions
Last Updated: January 2025
1. Agreement to Terms
These Terms and Conditions govern your use of cipherl ar's website and AI implementation services. By accessing our website or engaging our services, you agree to be bound by these Terms. If you disagree with any part of these terms, you may not access our services.
2. Definitions
- "Services" refers to AI prototyping, system integration, and continuous improvement services provided by cipherl ar
- "Client" means any organization or individual engaging our services
- "Deliverables" includes prototypes, integrated systems, documentation, and reports
- "Intellectual Property" covers models, algorithms, code, and methodologies
- "Confidential Information" includes business data, technical specifications, and project details
3. Service Terms
Services are provided under the following conditions:
- Services require written agreement specifying scope, timeline, and fees
- Clients must provide necessary data, access, and cooperation
- Service availability is subject to resource capacity and scheduling
- Timelines are estimates subject to reasonable adjustment for scope changes
- Client approval required for deliverables before project closure
4. Payment Terms
- Fees specified in service agreements in Singapore Dollars (SGD)
- Payment schedules: 50% upon engagement, 50% upon delivery (standard)
- Continuous services billed quarterly in advance
- Late payments subject to 1.5% monthly interest charge
- Disputed charges must be raised within 30 days of invoice
- All fees exclude applicable taxes (GST added where required)
5. Intellectual Property
Intellectual property rights are allocated as follows:
- Custom models and implementations: Client owns upon full payment
- Proprietary tools and methodologies: cipherl ar retains ownership
- Pre-existing materials: Original owner retains rights
- Client data: Client retains all ownership and rights
- Documentation: Client receives perpetual license for internal use
6. Confidentiality
Both parties agree to:
- Maintain confidentiality of proprietary information
- Use confidential information only for service delivery
- Implement reasonable security measures
- Return or destroy confidential materials upon request
- Confidentiality obligations survive termination for 5 years
7. Warranties and Disclaimers
We warrant that:
- Services will be performed with professional skill and care
- Deliverables will substantially conform to specifications
- We have rights to provide agreed services
We disclaim:
- Warranties of specific business outcomes or results
- Guarantees of AI model accuracy beyond stated metrics
- Responsibility for client data quality or completeness
- Liability for third-party service interruptions
8. Limitation of Liability
Our liability is limited as follows:
- Total liability capped at fees paid for relevant service
- No liability for indirect, consequential, or incidental damages
- No liability for lost profits, revenue, or business opportunities
- Liability exclusions do not apply to fraud or gross negligence
- Some jurisdictions may not allow certain limitations
9. Termination
Either party may terminate:
- Fixed-term projects: With 30 days written notice
- Ongoing services: With 60 days written notice
- For material breach: Immediately upon written notice
- Upon termination: Outstanding fees remain due
- Client receives deliverables completed to date
10. Dispute Resolution
Disputes will be resolved through:
- Good faith negotiation for 30 days
- Mediation if negotiation unsuccessful
- Arbitration under Singapore International Arbitration Centre rules
- Governing law: Singapore law
- Jurisdiction: Singapore courts
11. General Provisions
- Entire agreement between parties regarding subject matter
- Amendments must be in writing and signed by both parties
- Severability: Invalid provisions do not affect remainder
- No waiver unless explicitly stated in writing
- Assignment requires written consent of other party
- Notices effective when sent to registered addresses
Contact Information
For questions about these Terms:
Email: [email protected]
Phone: +65 6471 8293
Address: 5 Temasek Boulevard, #17-01 Suntec Tower 5, Singapore 038985