Terms & Conditions

1. Definitions

In these Terms and Conditions:

• "Services" refers to the AI development services provided by Neurova, including recommendation engine development, speech recognition integration, and AI ethics reviews.
• "Client" or "You" refers to the individual or organization engaging Neurova's services or accessing our website.
• "We," "Us," "Our" refers to Neurova, a company registered in Malaysia.
• "Agreement" means these Terms and Conditions together with any project-specific statement of work or service agreement.
• "Deliverables" refers to the models, systems, documentation, or reports produced as part of the Services.

2. Acceptance of Terms

By accessing our website, submitting inquiries, 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.

You must be at least 18 years old and have the legal capacity to enter into binding contracts to use our Services. If you are accepting these terms on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these terms.

3. Service Description

Neurova provides the following AI development services:

• Recommendation Engine Development: Custom-built recommendation systems for e-commerce, content platforms, or knowledge bases, including behavioral data analysis, model development, and API integration.
• Speech Recognition Integration: Development and deployment of speech-to-text and voice command capabilities calibrated for Malaysian language variants, including acoustic model tuning and system integration.
• AI Ethics Review: Independent assessment of AI projects, policies, or products through fairness, transparency, and accountability frameworks, including stakeholder interviews and impact assessments.

Services are provided subject to availability and may be modified, suspended, or discontinued at our discretion with appropriate notice to existing clients. Specific project scope, deliverables, timelines, and pricing are detailed in individual statements of work or service agreements.

4. Client Responsibilities

To enable us to deliver Services effectively, you agree to:

• Provide accurate and complete information about your requirements and objectives
• Grant timely access to necessary data, systems, and personnel
• Respond promptly to requests for feedback, approvals, or clarifications
• Ensure you have appropriate rights to any data or content provided to us
• Comply with all applicable laws and regulations in your use of our Services
• Maintain confidentiality of any credentials, access codes, or proprietary information we provide
• Use Deliverables only for their intended purpose and in accordance with any usage restrictions

Failure to fulfill these responsibilities may result in project delays, additional costs, or our inability to deliver Services as originally scoped.

5. Payment Terms

Payment terms are specified in individual service agreements. Unless otherwise agreed:

• Fees are payable in Malaysian Ringgit (RM)
• A deposit of 50% is typically required before project commencement
• The remaining balance is due upon project completion and delivery of Deliverables
• Invoices are payable within 30 days of issue date
• Late payments may incur interest charges at a rate of 1.5% per month
• Prices are exclusive of any applicable taxes, which are the Client's responsibility

We reserve the right to suspend Services if payment obligations are not met. Refunds are handled on a case-by-case basis and are subject to the specific terms of your service agreement.

6. Intellectual Property Rights

Our Intellectual Property

We retain all intellectual property rights in our methodologies, frameworks, tools, and pre-existing materials used in delivering Services. This includes but is not limited to our proprietary algorithms, training processes, and documentation templates.

Client Intellectual Property

You retain all intellectual property rights in the data, content, and materials you provide to us. By providing such materials, you grant us a limited, non-exclusive license to use them solely for the purpose of delivering the Services.

Deliverables

Upon full payment, you receive a perpetual, non-exclusive license to use the Deliverables for your internal business purposes. This license does not include the right to resell, redistribute, or use Deliverables to provide services to third parties without our prior written consent.

7. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or sensitive information disclosed during the course of the engagement. This obligation extends for three years following project completion.

Confidential information does not include information that: (a) was already known to the receiving party, (b) is or becomes publicly available through no breach of this agreement, (c) is independently developed without use of confidential information, or (d) is required to be disclosed by law.

8. Disclaimers

Our Services are provided on an "as is" and "as available" basis. While we strive for high quality and accuracy, we make no warranties or representations regarding:

• The suitability of our Services for your specific purposes
• The accuracy, completeness, or reliability of any AI models or recommendations
• Uninterrupted or error-free operation of systems we develop
• Specific performance benchmarks or business outcomes

AI systems involve inherent uncertainties and limitations. We do not guarantee specific performance levels, and outcomes may vary based on data quality, implementation context, and environmental factors beyond our control.

9. Limitation of Liability

To the maximum extent permitted by Malaysian law, our total liability for any claims arising from or related to the Services is limited to the total fees paid by you for the specific project giving rise to the claim.

We are not liable for any indirect, incidental, consequential, or special damages, including loss of profits, revenue, data, or business opportunities, even if advised of the possibility of such damages.

This limitation does not apply to liability arising from our gross negligence, willful misconduct, fraud, or breach of confidentiality obligations, or to the extent prohibited by applicable law.

10. Indemnification

You agree to indemnify and hold harmless Neurova, its employees, and contractors from any claims, damages, losses, or expenses (including reasonable legal fees) arising from: (a) your breach of these Terms, (b) your violation of any laws or third-party rights, (c) your use of the Deliverables in ways not authorized by these Terms, or (d) inaccuracies in data or information you provide to us.

11. Project Changes and Termination

Scope Changes

Changes to project scope, deliverables, or timelines must be agreed in writing by both parties. Additional work resulting from scope changes may incur additional fees.

Termination

Either party may terminate the engagement with 14 days' written notice. Upon termination:

• You are responsible for payment of all fees for work completed up to the termination date
• We will provide you with work completed to date, subject to payment
• Confidentiality obligations continue to apply
• You may not use incomplete or draft deliverables without our written consent

We may terminate immediately if you breach these Terms and fail to remedy the breach within 7 days of written notice.

12. Dispute Resolution

Any disputes arising from these Terms or our Services will be governed by the laws of Malaysia and subject to the exclusive jurisdiction of Malaysian courts.

Before initiating formal legal proceedings, both parties agree to attempt to resolve disputes through good faith negotiations. If negotiations fail, either party may pursue legal remedies through the appropriate Malaysian courts.

13. General Provisions

Entire Agreement

These Terms, together with any service agreement or statement of work, constitute the entire agreement between you and Neurova regarding our Services and supersede all prior agreements or understandings.

Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.

Waiver

Our failure to enforce any right or provision of these Terms does not constitute a waiver of that right or provision.

Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations without restriction.

14. Changes to Terms

We reserve the right to modify these Terms at any time. Changes become effective immediately upon posting to our website. Your continued use of our Services after changes are posted constitutes acceptance of the modified Terms. We will make reasonable efforts to notify existing clients of material changes.

15. Contact Information

For questions about these Terms & Conditions, please contact us: