1. Acceptance of Terms

These Terms & Conditions ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Leom Tech Inc ("Company," "we," "us," or "our"), a corporation incorporated under the laws of the State of Illinois, United States.
By accessing our website at leomtech.com, using our services, or executing a Statement of Work (SOW) or Master Services Agreement (MSA) with us, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are accepting on behalf of an organization, you represent that you have the authority to bind that organization.

2. Services

Leom Tech Inc provides AI-first technology services including AI Product Development, AI Strategy & Consulting, Generative AI & LLM Solutions, Data Engineering & Advanced Analytics, AI Agents & Intelligent Automation, and Cloud-Native Application Development.
The specific scope, deliverables, timelines, and fees for each engagement will be detailed in a separate Statement of Work or project proposal. In case of conflict between these Terms and any SOW, the SOW shall take precedence for that specific engagement.
We reserve the right to subcontract portions of services to qualified third parties under appropriate confidentiality obligations.

3. Intellectual Property

Our IP: All content on leomtech.com — including text, graphics, logos, software, and methodology — is the exclusive property of Leom Tech Inc and protected by applicable intellectual property laws.
Work Product: Upon receipt of full payment, custom deliverables created specifically for you under a SOW will be assigned to you. Leom Tech Inc retains ownership of all pre-existing IP, tools, frameworks, libraries, and methodologies ("Background IP"). We grant you a non-exclusive, royalty-free, perpetual license to use Background IP solely as incorporated into your custom deliverables.
Your IP: You retain full ownership of all data, content, and materials you provide. You grant us a limited license to use such materials solely to perform the agreed services.

4. Client Data & Confidentiality

Both parties agree to keep the other's Confidential Information in strict confidence. This includes all non-public technical, business, and financial information shared during the engagement. Confidentiality obligations do not apply to information that becomes publicly known through no breach of this agreement, was rightfully in the receiving party's possession prior to disclosure, is independently developed, or is required to be disclosed by law.
Confidentiality obligations survive termination of these Terms for three (3) years.

5. Payment Terms

All fees are specified in the applicable SOW or proposal. Unless otherwise stated:

• Invoices are due within 30 days of the invoice date.
• Late payments accrue interest at 1.5% per month (or the maximum permitted by law).
• Services may be suspended for accounts more than 15 days past due.
• All fees are exclusive of applicable taxes, which are your sole responsibility.
• Disputed invoices must be raised in writing within 10 days of the invoice date.

6. Warranties & Disclaimers

Leom Tech Inc warrants that services will be performed in a professional and workmanlike manner consistent with industry standards, that we have the right to enter into these agreements, and that our services will not knowingly infringe any third-party intellectual property rights.
EXCEPT AS EXPRESSLY SET FORTH ABOVE, ALL SERVICES AND DELIVERABLES ARE PROVIDED "AS IS." WE DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. AI-GENERATED OUTPUTS MAY REQUIRE HUMAN REVIEW AND ARE NOT GUARANTEED TO BE ERROR-FREE.

7. Limitation of Liability

Leom Tech Inc's total cumulative liability shall not exceed the total fees paid by you in the six (6) months preceding the claim. We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, loss of data, or business interruption.

8. Indemnification

You agree to indemnify, defend, and hold harmless Leom Tech Inc, its officers, directors, employees, and agents from any claims, liabilities, damages, and expenses arising from your breach of these Terms, misuse of our services, violation of applicable law, or content you provide that infringes third-party rights.

9. Termination

Either party may terminate an engagement with 30 days' written notice (for convenience), or immediately if the other party materially breaches these Terms and fails to cure within 15 days of written notice.
Upon termination, you shall pay for all work completed through the effective date. Provisions relating to IP, confidentiality, liability, indemnification, and governing law survive termination.

10. Governing Law & Dispute Resolution

These Terms are governed by the laws of the State of Illinois, United States. Disputes shall first be attempted to be resolved through good-faith negotiation. If unresolved within 30 days, disputes will be submitted to binding arbitration under AAA rules in Chicago, Illinois. Either party may seek injunctive relief in any court of competent jurisdiction.

11. Changes to Terms

We may modify these Terms at any time. Material changes will be communicated by posting the updated Terms on our website and notifying active clients by email. Continued use of our services after the effective date constitutes acceptance of the revised Terms.