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Terms of Service

Last Updated: January 19, 2025

These Terms of Service ("Terms") govern your use of the Beyontomoro website and services. By accessing our website or engaging our services, you agree to be bound by these Terms. If you do not agree, please do not use our services.

1. Services

1.1 Scope of Services

Beyontomoro provides artificial intelligence consulting services, including but not limited to:

• Custom AI model development
• Machine learning solutions
• Data analytics and intelligence
• AI-powered application development
• Consulting and strategic advisory

1.2 Service Agreements

Specific services will be defined in individual project agreements or statements of work. These Terms apply to all services unless explicitly modified in writing by both parties.

2. Client Obligations

As a client, you agree to:

• Provide accurate and complete information necessary for service delivery
• Respond to requests for information in a timely manner
• Provide access to necessary systems, data, and resources as agreed
• Designate appropriate personnel to work with our team
• Comply with all applicable laws and regulations
• Make timely payments as agreed

3. Fees and Payment

3.1 Pricing

Service fees will be agreed upon in writing before work commences. Pricing may be based on:

• Fixed project fees
• Time and materials (hourly or daily rates)
• Retainer arrangements
• Value-based pricing

3.2 Payment Terms

Unless otherwise agreed:

• Invoices are due within 14 days of issuance
• Projects may require upfront deposits or milestone payments
• Late payments may incur interest charges at the rate of 2% per month
• We reserve the right to suspend services for overdue payments

3.3 Expenses

Reasonable expenses incurred in delivering services (e.g., cloud computing costs, third-party licenses) will be billed separately unless included in the project fee.

4. Intellectual Property

4.1 Client-Owned Materials

You retain all rights to materials, data, and intellectual property you provide to us. You grant us a license to use these materials solely for the purpose of delivering services.

4.2 Deliverables

Upon full payment, you will own the custom deliverables specifically created for you as part of our services, including:

• Custom-trained AI models
• Bespoke software applications
• Project-specific documentation

4.3 Pre-Existing IP and Tools

We retain ownership of:

• Our proprietary methodologies, frameworks, and tools
• Pre-existing code, libraries, and components
• General knowledge and expertise

We grant you a non-exclusive license to use these elements as incorporated into your deliverables.

4.4 Third-Party Components

Deliverables may include third-party open-source or commercial components subject to their respective licenses. You are responsible for compliance with these licenses.

5. Confidentiality

5.1 Mutual Obligations

Both parties agree to:

• Keep confidential information secure and private
• Use confidential information only for the purpose of the engagement
• Not disclose confidential information to third parties without consent
• Return or destroy confidential information upon request

5.2 Exceptions

Confidentiality obligations do not apply to information that:

• Is publicly available through no fault of the receiving party
• Was already known to the receiving party
• Is independently developed without use of confidential information
• Must be disclosed by law or court order

6. Warranties and Disclaimers

6.1 Our Warranties

We warrant that:

• Services will be performed in a professional and workmanlike manner
• We have the right to provide the services
• Our work will not infringe third-party intellectual property rights

6.2 Disclaimer

EXCEPT AS EXPRESSLY STATED ABOVE, ALL SERVICES ARE PROVIDED "AS IS" WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

We do not warrant that:

• AI models will achieve specific accuracy or performance levels
• Services will be error-free or uninterrupted
• Results will meet your specific business objectives

7. Limitation of Liability

7.1 Maximum Liability

OUR TOTAL LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATED TO OUR SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU IN THE 12 MONTHS PRECEDING THE CLAIM.

7.2 Excluded Damages

WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

7.3 Exceptions

These limitations do not apply to:

• Our gross negligence or willful misconduct
• Death or personal injury caused by our negligence
• Fraud or fraudulent misrepresentation
• Breaches of confidentiality
• Liabilities that cannot be limited by law

8. Term and Termination

8.1 Term

Individual project agreements will specify their duration. These Terms remain in effect for the duration of our relationship.

8.2 Termination for Convenience

Either party may terminate a project with 14 days written notice. You will pay for all work completed up to the termination date plus reasonable wind-down costs.

8.3 Termination for Cause

Either party may terminate immediately if the other party:

• Materially breaches these Terms and fails to cure within 14 days
• Becomes insolvent or enters bankruptcy proceedings
• Engages in illegal or unethical conduct

8.4 Effect of Termination

Upon termination:

• You must pay all outstanding fees
• We will deliver all completed work
• Confidentiality obligations continue
• Provisions that should survive (IP, liability, etc.) remain in effect

9. Indemnification

You agree to indemnify and hold us harmless from claims arising from:

• Your breach of these Terms
• Your use of our deliverables
• Materials and data you provide to us
• Your violation of any law or third-party rights

10. Data Protection and Privacy

Our handling of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference.

11. Dispute Resolution

11.1 Governing Law

These Terms are governed by the laws of Victoria, Australia, without regard to conflict of law principles.

11.2 Negotiation

Before initiating legal proceedings, parties agree to attempt to resolve disputes through good-faith negotiation.

11.3 Jurisdiction

If negotiation fails, disputes will be subject to the exclusive jurisdiction of the courts of Victoria, Australia.

12. General Provisions

12.1 Entire Agreement

These Terms, together with any project agreements, constitute the entire agreement between the parties and supersede all prior understandings.

12.2 Amendments

We may update these Terms from time to time. Material changes will be notified via email or website notice. Continued use of our services constitutes acceptance of updated Terms.

12.3 Assignment

You may not assign these Terms without our written consent. We may assign these Terms in connection with a business sale or merger.

12.4 Independent Contractors

We are independent contractors. Nothing in these Terms creates a partnership, joint venture, or employment relationship.

12.5 Force Majeure

Neither party is liable for delays or failures due to circumstances beyond reasonable control (natural disasters, pandemics, government actions, etc.).

12.6 Severability

If any provision is found invalid or unenforceable, the remaining provisions remain in full effect.

12.7 Waiver

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

12.8 Notices

All notices must be in writing and sent to the email addresses provided by each party.

13. Contact Information

For questions about these Terms, please contact us:

Beyontomoro
Melbourne, Victoria, Australia

By using our services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.