Terms & Conditions

1. Parties and acceptance

“Apexa”, “we”, or “us” means Apexa AI Labs, headquartered in London, United Kingdom. “You” means the individual browsing the site or the business entity entering into a service engagement.

If you accept on behalf of a company, you represent that you have authority to bind that company.

2. Services

Apexa provides, among other offerings: custom software development; AI agents and automations (including WhatsApp and voice); smart business applications; data pipelines and reporting; websites and digital products; and related consulting and enablement.

Website content is informational and does not itself create a binding engagement until both parties accept a proposal, SOW, or contract.

3. Website use and acceptable conduct

You agree to use the website lawfully and not to:

• Attempt unauthorized access, scanning, scraping beyond reasonable indexing, or disruption of the site
• Upload malware or abusive content
• Misrepresent your identity or affiliation
• Use the site in violation of UK law, including cybercrime and anti-spam rules

4. Proposals, timelines, and changes

Estimates, demos, and roadmaps are good-faith indications based on information you provide. Final scope, fees, milestones, and acceptance criteria are set in writing.

Changes requested after kickoff may affect timeline and fees. We will document material change requests before performing out-of-scope work.

5. Fees, invoices, and taxes

Fees are as stated in the applicable proposal or SOW. Unless otherwise agreed, invoices are payable within the stated period. Late payments may pause work and accrue lawful late charges where permitted.

Prices may be exclusive of VAT or other taxes applicable under UK law. You are responsible for taxes that apply to your purchase except taxes based on our income.

6. Your responsibilities

You agree to provide timely access, content, decisions, credentials, and approvals needed for delivery; ensure you have rights to materials you supply; and use deliverables in compliance with law and third-party licenses.

7. Intellectual property

Pre-existing tools, libraries, frameworks, prompts, accelerators, and know-how of Apexa remain our property. Upon full payment, and unless otherwise agreed in writing, you receive ownership or a license to project-specific deliverables as defined in the SOW.

Open-source components remain subject to their licenses. You must not remove proprietary notices from materials we provide for evaluation.

8. AI outputs and disclaimers

AI systems can produce incorrect, incomplete, or biased outputs. You are responsible for reviewing AI-assisted results before relying on them for legal, medical, financial, safety-critical, or high-impact decisions.

Unless a SOW expressly includes warranties for a specific accuracy SLA, AI features are provided on a commercially reasonable efforts basis.

9. Confidentiality

Each party must protect the other’s non-public business information with reasonable care and use it only for the engagement, except where disclosure is required by law or already public through no fault of the receiving party.

10. Privacy and data protection

Personal data is handled as described in our Privacy Policy and Cookie Policy. For client systems processing personal data, the parties will allocate controller/processor roles and implement UK GDPR-aligned safeguards in the contract.

11. Warranties

We warrant that services will be performed in a professional and workmanlike manner consistent with industry practice for similar UK technology engagements. Except as expressly stated in a signed agreement, the website and services are provided “as is” to the fullest extent permitted by law.

12. Limitation of liability

To the maximum extent permitted under the laws of England and Wales, Apexa is not liable for indirect, incidental, special, consequential, or lost-profit damages arising from website use or services, even if advised of the possibility.

Except for liability that cannot be limited by law (such as proven fraud or willful misconduct), our aggregate liability for a claim relating to a paid engagement is limited to the fees paid to Apexa for that engagement in the three (3) months preceding the claim.

13. Indemnity

You agree to indemnify Apexa against third-party claims arising from materials you provide, unlawful use of deliverables, or your breach of these Terms, except to the extent caused by our proven negligence or willful misconduct.

14. Suspension and termination

We may suspend website access for security or abuse. Either party may terminate an engagement as provided in the SOW. On termination, you pay for work performed and approved expenses; licenses and IP transfer follow the SOW and payment status.

15. Governing law and disputes

These Terms are governed by the laws of England and Wales. Courts of England and Wales (or another UK venue agreed in writing) have exclusive jurisdiction, without prejudice to mandatory consumer protections that may apply to eligible individuals under UK law.

Parties should first attempt good-faith negotiation. Nothing prevents either party from seeking urgent injunctive relief to protect IP or confidential information.

16. General

• If any provision is unenforceable, the remainder stays in effect
• Failure to enforce a right is not a waiver
• These Terms plus applicable SOWs are the entire agreement on their subject, superseding prior discussions
• We may update website Terms by posting a new version; continued use after the effective date constitutes acceptance for website use. Active client contracts change only by written agreement