Terms of Service

01The agreement

These Terms of Service ("Terms") are between you and Iontek (Iontek.io) ("Iontek", "we", "us"). By using iontek.io, submitting an enquiry, or engaging us for services, you agree to these Terms.

For paid work, each project is defined by a written proposal, quote, or statement of work ("SOW") signed or accepted by both parties. If a SOW conflicts with these Terms, the SOW wins for that project.

02Our services

Iontek provides, among other things:

• Custom AI applications for desktop, web, and mobile.
• Autonomous AI agents and automations integrated with a client's tools and workflows.
• AI readiness audits and strategy for businesses evaluating where AI can deliver value.

The exact scope, deliverables, timeline, and assumptions for any project are described in the applicable SOW, not on the website. Content on iontek.io, including example results and timelines, is illustrative and does not form part of any contract.

03How engagements work

• Scoping. Work begins only after a SOW is agreed and any required deposit is received.
• Changes. Requests outside the agreed scope are handled through a written change request, which may adjust the fee and timeline. We will always tell you before extra cost is incurred.
• Timelines. Delivery dates are good faith estimates. They depend on timely client input (section 6), and shift day for day where client dependencies are delayed.
• Acceptance. Deliverables are considered accepted when you confirm acceptance in writing, or 10 business days after delivery if no material defects are reported, whichever comes first.
• Support. Post-launch support, monitoring, or retainer arrangements are separate services and apply only if included in a SOW.

04Fees and payment

• Fees, currency, and the payment schedule are set out in each SOW. Unless stated otherwise, invoices are due immediately on the invoice date.
• Fees are exclusive of taxes, which are added where applicable. Clients are responsible for any withholding taxes or bank transfer charges.
• Third-party costs that a project depends on, such as cloud hosting, model API usage, or software licences, are the client's responsibility unless the SOW says otherwise.
• We may pause work on any project with overdue invoices after giving written notice. Deposits are non-refundable once work has started, except where the SOW says otherwise.

05Intellectual property

In more precise terms:

• Client ownership. Upon full payment, all custom deliverables created specifically for you under a SOW are assigned to you, including source code, configurations, and documentation.
• Iontek background IP. We retain ownership of our pre-existing tools, libraries, templates, and know-how. Where any of these are embedded in your deliverables, you receive a perpetual, non-exclusive, royalty-free licence to use them as part of the deliverables.
• Third-party components. Open source software and third-party services (including AI model providers) remain subject to their own licences and terms, which we will identify on request.
• Client materials. You retain all rights to the data, content, and systems you provide. You grant us a licence to use them solely to deliver the project.
• Portfolio use. We may identify you as a client and describe the project in general, anonymised terms unless you ask us not to in writing or the SOW says otherwise.

06Client responsibilities

Projects go well when both sides hold up their end. You agree to:

• Provide timely access to the people, systems, credentials, and data the SOW depends on.
• Ensure you have the legal right to share the data and materials you give us, including any personal data.
• Review deliverables and give feedback within agreed windows.
• Use the deliverables in compliance with applicable laws, including AI, data protection, and consumer protection rules in your industry and region.

07Confidentiality

Each party will keep the other's non-public information confidential, use it only for the engagement, and protect it with reasonable care. This survives the end of any project. It does not apply to information that is public, already known, independently developed, or required to be disclosed by law. We are happy to sign a mutual NDA before scoping conversations; just ask.

08AI systems: important notes

We build with modern AI models, and it is important to be honest about their nature:

• Probabilistic outputs. AI systems can produce incorrect, incomplete, or unexpected outputs. We design guardrails, evaluation, and human review steps to reduce this, but no AI system is error-free.
• Human oversight. Deliverables are not a substitute for professional judgment. Outputs that affect legal, financial, medical, or safety decisions must be reviewed by a qualified person before being relied on.
• Third-party models. Where a solution uses external model providers, their availability, pricing, behaviour, and terms are outside our control and may change.
• Client use. You are responsible for how AI deliverables are used in your business after handover, including the decisions made with their outputs.

09Warranties and disclaimers

We warrant that services will be performed with reasonable skill and care by qualified people, and that at handover, deliverables will materially conform to the SOW. For 30 days after acceptance, we will fix material non-conformities in the delivered work at no charge.

Except as stated above, the website and all services are provided "as is". To the fullest extent permitted by law, we disclaim all other warranties, express or implied, including fitness for a particular purpose, uninterrupted operation, and that outputs of AI systems will be accurate or error-free. Any figures, timelines, or results on iontek.io describe past projects and are not a promise of your results.

10Limitation of liability

• Neither party is liable for indirect or consequential losses, including lost profits, lost revenue, or lost data, arising from these Terms or any SOW.
• Each party's total aggregate liability under a SOW is capped at the fees paid or payable under that SOW in the 12 months before the claim arose.
• Nothing in these Terms limits liability that cannot be limited by law, such as liability for fraud, or death or personal injury caused by negligence.

11Termination

• Either party may terminate a SOW with 14 days written notice, or immediately if the other party materially breaches the agreement and does not fix it within 14 days of notice.
• On termination, you pay for all work performed up to the termination date, and we hand over the work completed to that point once paid.
• Sections on IP, confidentiality, warranties, liability, and governing law survive termination.

12Use of this website

• You may browse iontek.io for lawful purposes. You may not scrape it at scale, attempt to breach its security, or misrepresent your identity in enquiries.
• Website content, branding, and design are owned by Iontek or its licensors and may not be reused without permission.
• Links to third-party sites are provided for convenience; we are not responsible for their content.

13General terms

• Independent contractor. We work as an independent contractor. Nothing here creates a partnership, joint venture, or employment relationship.
• Force majeure. Neither party is liable for delays caused by events beyond its reasonable control.
• Assignment. Neither party may assign these Terms without the other's written consent, except as part of a genuine business sale or reorganisation.
• Entire agreement. These Terms plus the applicable SOW are the entire agreement for the relevant project and replace prior discussions.
• Severability. If any part of these Terms is found unenforceable, the rest remains in effect.
• Changes. We may update these Terms for future engagements; the version in force when a SOW is signed governs that SOW.

14Governing law

These Terms and any dispute arising from them are governed by the laws of the jurisdiction in which Iontek is legally registered, and the courts of that jurisdiction have exclusive jurisdiction, except that either party may seek injunctive relief in any competent court to protect its IP or confidential information.