General Terms and Conditions
1. Introductory Provisions
1.1 These General Terms and Conditions ("GTC") govern the rights and obligations between Anax Holding s.r.o., ID No.: 10876197, with its registered office at Příkop 843/4, Zábrdovice (Brno-střed), 602 00 Brno, Czech Republic, registered in the Commercial Register maintained by the Regional Court in Brno, Section C, Entry 123363 ("Contractor"), and its customers ("Client").
1.2 These GTC apply to the provision of software services (SaaS), custom software development, licensing arrangements, and related consulting activities provided under the Lumenax.io brand.
1.3 Provisions of an individual work contract, a confirmed price offer, or a license agreement shall take precedence over these GTC if they expressly deviate from them.
2. Status of Consumer and Entrepreneur
2.1 A Consumer is a natural person who enters into a contract with the Contractor outside the scope of their business activity.
2.2 An Entrepreneur is a person who enters into a contract in connection with their business activity; provisions of the GTC intended exclusively for consumers shall not apply to entrepreneurs.
3. Conclusion of the Contract
3.1 The contract is concluded by confirming an order on the Lumenax.io website, by accepting a written price offer (via email), or by signing a separate contract.
3.2 The subject of the contract is the delivery of a software solution, provision of access to a SaaS platform, or performance of consulting services as specified in the order/contract.
4. Price, Payment Terms, and Travel Expenses
4.1 The price for services is determined according to the current price list on the website or an individual offer and is stated excluding VAT, which will be charged at the statutory rate.
4.2 Travel and On-site Costs: If performance requires the personal presence of the Contractor's specialists at the Client's location (on-site), flat-rate costs are charged, including transportation, travel time, and accommodation in a reasonable standard (minimum 3* hotel):
- Within the Czech Republic: €180 / started day.
- Within the EU (outside the CZ): €370 / started day.
- Travel outside the EU is subject to individual agreement.
4.3 Maturity: The standard maturity of invoices is 14 days. In the event of default by the Client, the Contractor is entitled to charge a contractual penalty of 0.1% of the outstanding amount for each day of delay.
5. Intellectual Property and Licensing
5.1 All intellectual property rights to the Lumenax.io software, including source codes, algorithms, graphics, and know-how, remain the exclusive property of the Contractor.
5.2 The Client is granted a non-exclusive, non-transferable license to use the software for its internal needs for the duration of the contract.
5.3 The Client may not copy, modify, rent, or reverse engineer the software with the aim of obtaining the source code.
6. Acceptance Process and Cooperation
6.1 Cooperation: The Client is obliged to provide the Contractor with all cooperation necessary for proper performance, in particular the timely provision of system access, specifications, documentation, and test data. Any delay by the Client in providing cooperation automatically extends the Contractor's delivery deadlines by a corresponding period.
6.2 Acceptance: After the handover of the software (or its complete part/stage), the Client has 5 working days to perform acceptance tests. If the Client does not submit a written list of defects preventing operation within this period, or if the Client begins using the software in live operation, the work is considered accepted without reservations.
6.3 Conditional Acceptance: The existence of defects listed in point 6.3 is not a reason for refusing acceptance or suspending payment. These defects will be removed by the Contractor within the warranty service or within an agreed period after the acceptance of the work.
6.4 Categorization of defects for acceptance purposes:
Critical Defects: Only errors that prevent the basic functionality of the software or critical business processes, for which no alternative solution (workaround) is available, are considered defects preventing acceptance. The Contractor is obliged to remove these defects without delay.
Minor and Cosmetic Defects: Defects that do not have a fundamental impact on the functionality or stability of the system are not considered defects preventing acceptance. These include, in particular:
typographical errors and text modifications,
minor visual deviations (colors, shading, alignment of elements),
design change requests that were not part of the approved specification,
functional deviations for which a functional workaround is available.
Table of Admissible Defects during Acceptance (Lumenax.io)
| Type of Defect | Description / Example | Prevents Acceptance & Payment? |
| Critical Functional Defect | Software won't start, crashes, or a key business process fails (e.g., cannot send order). | YES |
| Data Loss/Damage | Regular use leads to uncontrolled loss or damage of data in the database. | YES |
| Absence of Workaround | Defect prevents a process and no technical alternative exists to complete the task. | YES |
| Visual & Graphic Defects | Incorrect color shade, shading, alignment, or font size. | NO |
| Text & Typo Errors | Spelling errors, missing menu translations, wording or label adjustments. | NO |
| Non-critical Functional Defects | A function has a minor error, but a functional workaround exists to achieve the goal. | NO |
| New Requirements | Requests for features or design not in the original approved specification (Change Request). | NO |
| External Influences | Defect caused by a third-party API outage or incompatibility with unofficial browsers. | NO |
7. Warranty and Service Level Agreement (SLA)
7.1 The Contractor provides a warranty for software functionality for a period of 6 months (for custom development) or for the duration of the subscription (for SaaS).
7.2 SLA (Availability and Response): The Contractor guarantees the following response times for reported defects (on working days 9:00 – 17:00 CET):
- Critical Defect (system unavailable): response within 4 hours.
- Medium Defect (limited functionality): response within 48 hours.
- Low Defect (cosmetic defects): resolved during the next planned maintenance.
7.3 Warranty Limitations: The warranty does not apply to defects caused by:
Unauthorized intervention by the Client or a third party into the code or configuration.
Changes in external systems, third-party APIs, or OS that could not be predicted at the time of development.
8. Limitation of Liability
8.1 Financial Limit: The Contractor's total liability for any damage arising in connection with the performance of the contract (including software defects) is limited to an amount corresponding to the total remuneration actually paid by the Client for the last 6 months of the contract immediately preceding the occurrence of the damage event.
8.2 Indirect Damages: The Contractor is not liable for lost profit, loss of revenue, or any indirect or consequential damages of the Client.
8.3 Liability for Data and Backups:
In cases where the management of the Client's data backup by the Contractor is not explicitly part of the agreed services, the Client bears full responsibility for the integrity and regular backup of data. In such a case, the Contractor is not liable for loss or damage to data.
- If the management of data backup is part of the Contractor's agreed performance, the Contractor is liable for damage caused by data loss only up to the limit set in point 8.1. This liability is excluded if the data loss occurred due to force majeure or unauthorized intervention by the Client or a third party in the system.
8.4 Legal Limits: The limitations under this article shall not apply in cases where the law expressly prohibits the exclusion or limitation of liability (especially for damage caused to a person's natural rights, or damage caused intentionally or through gross negligence).
9. Data Export & Termination of the Contract
9.1 Data Export: Upon proper termination of the contract, the Client has the right to request an export of their data in a standard machine-readable format for a period of 30 days. After that, the Contractor is entitled and obliged (in accordance with GDPR) to delete the data from production servers, unless the law requires further retention.
9.2 Duration and Termination:
Monthly Subscription: For services based on a monthly subscription, the notice period is 1 month, starting on the first day of the calendar month following the delivery of the notice.
Multi-year Commitment (Fixed License): If the license was purchased for a fixed period (e.g., in the range of 12 to 96 months), the contract is non-terminable for this agreed period unless an individual contract states otherwise. The contract expires upon the lapse of the agreed period.
10. References
10.1 The Client agrees that the Contractor may use their business name and logo in its list of references on the website and in marketing materials.
10.2 The Client may withdraw this consent at any time in writing (via email).
11. Personal Data Protection (GDPR)
11.1 The Contractor processes personal data in accordance with the GDPR regulation. Detailed information is provided in the Privacy Policy on the Lumenax.io website.
11.2 In the role of a processor of data entered into the software by the Client, the Contractor undertakes to ensure the technical security of the data and its storage exclusively within the EEA (European Economic Area).
12. Dispute Resolution
12.1 All relationships are governed by the laws of the Czech Republic.
12.2 Disputes will be resolved primarily through amicable settlement. If no agreement is reached, the competent courts of the Czech Republic, according to the local jurisdiction determined by the Contractor's registered office, shall have jurisdiction.
13. Final Provisions
13.1 Changes to the GTC: The Contractor is entitled to unilaterally change the GTC to a reasonable extent. It shall inform the Client of the change via email at least 30 days before the new version becomes effective. The Client has the right to refuse the changes and terminate the contract for this reason with a notice period of 1 month. However, if the change to the GTC does not concern the main subject of performance or the license price, this refusal does not affect the validity of the agreed fixed license period.
13.2 Application to Existing Contracts and Exception for Costs:
For Clients with a fixed duration (12–96 months), the provisions on licenses and intellectual property from the original version of the GTC remain in force.
Exception for Operating Costs: The provisions on travel and on-site costs (point 4.2) and hourly rates for service work always apply to existing clients in their current version (according to the version of the GTC effective at the time of ordering the specific trip or service task). The Client acknowledges that these amounts reflect current market costs for transportation and accommodation.
13.3 Contact for Complaints and Inquiries: [email protected].
13.4 Language Versions: These terms are primarily in the Czech language, translated into English and Arabic. The Czech version shall always take precedence and prevail in case of any discrepancies.
