Last updated: 8 April 2026

Neon Light Development Pty Ltd (trading as Neon Light)

We’ll always do our best to fulfil your needs and meet your expectations, but it’s important to have things written down so both parties know what’s what, who is doing what, when things are due, how changes are handled, and what happens if something goes sideways.

You won’t find unreadable legal sludge here. That’s deliberate. We’re not interested in tricking anyone into signing something they’ll regret later. We do, however, want a clear and commercially sensible understanding between both parties.

In plain English: you are engaging Neon Light Development Pty Ltd (trading as Neon Light) to provide the services described in the relevant proposal, quotation, scope of work, correspondence, invoice or other written arrangement between us. These terms apply to the relevant agreement unless we agree otherwise in writing.

What both parties agree to do

You agree that:

• you have the authority to enter into the relevant agreement on behalf of yourself, your company or your organisation;

• you will provide the information, access, materials, content, approvals, personnel and decisions we reasonably need to perform the services;

• you will provide feedback, approvals and direction within a reasonable time;

• you will tell us if any information, systems, data, materials or environments are subject to special security, confidentiality, regulatory, privacy, export-control, contractual or operational restrictions;

• you will review and approve deliverables before relying on them, publishing them, implementing them or putting them into production; and

• you will pay our invoices in accordance with the agreed payment terms.

We agree that:

• we have the experience, capability and judgment to perform the services set out in the relevant agreement;

• we will perform the work with reasonable care, skill and professionalism;

• we will make a genuine effort to meet agreed timelines, subject to your cooperation, dependencies and events outside our control; and

• we will maintain the confidentiality of information you provide to us, subject to these terms and any separate confidentiality obligations we agree to in writing.

The services

We provide a range of services which may include strategy, advisory, discovery, design, software development, systems integration, automation, technical delivery, AI-assisted workflows, digital products, content structuring, infrastructure guidance, implementation support and related services.

Not every engagement includes every one of those things. The exact scope will be the one set out in the relevant agreement.

Unless we expressly agree otherwise, anything not clearly included in the agreed scope is outside scope.

How we work

We usually work iteratively. That means we may develop, test, refine and improve things as the project progresses rather than pretending everything can be perfectly defined upfront.

You’ll generally have opportunities to review work in progress and provide feedback as we go. That is a good thing. It reduces risk and helps keep the work grounded in reality.

If, at any stage, you decide not to proceed, you’ll pay us for all work completed, time spent, commitments made and costs incurred up to the date the work stops.

Consultation, advisory and strategic work

Where we provide consultation, advisory, strategy, review, analysis or recommendation-based services, we do so using the information, assumptions, constraints and inputs available at the time.

Our output depends heavily on the quality, completeness, timeliness and accuracy of the information you provide to us and the access you give us to relevant people, systems and materials.

Bluntly: poor input usually leads to poor output. We’ll do our part, but you need to do yours.

Unless expressly stated otherwise, our advisory and strategic work is intended to inform decision-making, not replace it. Final business, legal, financial, operational, procurement and implementation decisions remain yours.

Content, data and source materials

You are responsible for ensuring that any text, images, video, audio, data, documents, prompts, instructions, models, specifications or other materials you provide to us are accurate, lawful, appropriate for the intended use, and that you have the right to provide them.

Unless otherwise agreed, we are not responsible for independently verifying all client-supplied content, facts, claims, figures, source materials or third-party representations.

If you want us to create, edit, structure, migrate, clean, classify, rewrite or otherwise prepare content or data for use in the project, that work may be included if stated in scope, or treated as an additional service if it is not.

Design, digital products and technical delivery

Where the work includes design, software, platforms, websites, applications, workflows, automation, APIs, integrations, data structures or other digital delivery, we will use tools, methods, frameworks and platforms we consider reasonably appropriate to the agreed outcome, audience, budget, time constraints and technical requirements.

We are not limited to any single technology stack unless we specifically agree that in writing.

We may also use third-party tools, libraries, services, APIs, cloud platforms, development environments, analytics platforms, automation tooling, AI systems and infrastructure providers where appropriate to deliver the work.

Compatibility, testing and environments

We will test deliverables to a reasonable standard appropriate to the agreed scope, intended audience, budget and environment.

Unless otherwise agreed in writing, we do not guarantee perfect compatibility across every browser, device, operating system, screen size, legacy platform, third-party environment or future software version.

If you require support for unusual, obsolete, highly constrained, enterprise-specific or legacy environments, you need to tell us before work starts. If that support is possible, we may provide a separate estimate for it.

We are also not responsible for defects, incompatibilities or degraded performance caused by third-party platform updates, operating system changes, browser changes, device-specific issues, API deprecations, hosting changes, vendor restrictions, security patches, model changes or infrastructure outside our control.

Hosting, infrastructure and third-party services

Unless expressly included in scope, we are not your hosting provider, domain registrar, mail provider, cloud platform, IT managed service provider or internal support desk.

We may recommend, configure or assist with third-party hosting, infrastructure, analytics, monitoring, communications, cloud, AI, payment, storage or software services, but those services are ultimately provided by third parties under their own terms and policies.

That means we are not liable for third-party outages, data loss, pricing changes, feature withdrawals, service discontinuation, policy changes, security failures, moderation controls, deprecations or other acts or omissions of third-party providers.

If a third-party change materially affects the project, scope, timing, technical approach or cost, that may be treated as a variation.

Artificial Intelligence and automation

We may use artificial intelligence, machine learning, automation and similar tools to help us provide the services more efficiently and effectively. That may include research support, summarisation, drafting, classification, ideation, coding assistance, transformation, analysis, testing, workflow acceleration and related support functions.

We’ll use reasonable care in deciding when and how to use those tools. Unless we agree otherwise in writing, we won’t knowingly submit your confidential information, commercially sensitive information or personal information into publicly accessible AI systems where doing so would reasonably create an avoidable risk of disclosure, retention, unauthorised reuse or model training.

You must tell us in writing before work starts if any of your materials, systems or data are subject to heightened security, privacy, confidentiality, regulatory, export-control, contractual or operational restrictions, or if you do not want AI used in connection with some or all of the work.

You acknowledge that AI-assisted and automated outputs may be probabilistic and may contain errors, omissions, bias, inconsistencies, outdated information or fabricated content. They are tools, not magic. Unless we expressly agree otherwise, we do not warrant that AI-assisted outputs will be error-free, complete, legally compliant, non-infringing or fit for autonomous reliance without human review.

You remain responsible for reviewing and approving deliverables before relying on them, publishing them, implementing them, using them operationally or putting them into production.

Unless expressly agreed in writing, we do not use your confidential information to train general-purpose models for external commercial reuse. If you want us to build, fine-tune, configure or train a model, retrieval system, internal knowledge base, agent workflow or AI-enabled system using your materials, that must be separately scoped.

Where relevant, both parties acknowledge that AI-related work should be approached in a manner consistent with sensible risk management and governance principles, including the intent of the Australian Government’s Voluntary AI Safety Standard, as applicable to the nature and risk profile of the engagement. 

Data protection, privacy and security

Where we handle personal information or other sensitive material in the course of the work, each party remains responsible for complying with the laws and obligations that apply to it.

You are responsible for ensuring that you have the lawful right, authority and basis to provide any personal information, confidential information, commercial data or regulated material to us for the purposes of the engagement.

We will take reasonable steps appropriate to the nature of the engagement to protect information you provide to us, but unless expressly agreed in writing, we do not guarantee that any system, platform, transfer method or environment is completely immune from breach, compromise, interception or failure.

If you require specific security controls, data residency requirements, contractual flow-downs, retention policies, deletion procedures, certifications, audit rights or compliance measures, those need to be agreed in writing as part of scope.

Support, hypercare and handover

Unless expressly stated in the relevant agreement, our services do not include ongoing support, managed services, monitoring, maintenance, administration, incident response, user support, training, platform operations or hypercare after delivery.

Where handover is included, our default obligation is limited to providing reasonable delivery handover materials such as runbooks, setup notes, usage instructions or similar operational guidance appropriate to the agreed deliverable.

In plain terms: by default, our handover is intended to show you how to use the thing, not to become your support department.

Think of it like a product with instructions: install the batteries, switch it on, use the levers and buttons as intended. If you want us to stay involved after that, whether for support, troubleshooting, managed service operation, embedded delivery, training, warranty extension, or hypercare, that needs to be expressly defined and separately scoped in the relevant agreement.

Any post-delivery support or hypercare that is not expressly included in scope will be treated as additional services and charged accordingly.

Changes, revisions and variations

Most projects change. That’s normal. What matters is handling it properly.

Any change to scope, assumptions, priorities, deliverables, timing, dependencies, stakeholders, platforms, integrations, environments, source materials, testing requirements, technical direction or approval path may result in a variation.

If you change your mind, add new requirements, delay approvals, introduce new stakeholders, require additional rounds of revision, request support outside scope, or a third-party provider changes something material, we may provide a revised estimate, revised timeline or revised commercial arrangement before continuing.

Unless otherwise agreed, our fees and timings are based on the scope and assumptions known at the time of pricing.

Delays and dependencies

We’re not responsible for delays caused by:

• your failure to provide information, access, approvals, feedback or decisions on time;

• third-party vendors, providers, platforms or stakeholders;

• changes in scope or priorities;

• infrastructure, hosting, cloud, software or API issues outside our control; or

• force majeure events or other events beyond our reasonable control.

Where delays arise, we may revise delivery dates, reschedule work, reallocate resources, and charge for wasted time, rework, remobilisation or additional effort where reasonable.

Acceptance

You agree to review deliverables within a reasonable period after they are provided to you.

If you approve the deliverable, use it, publish it, implement it, launch it, circulate it externally, rely on it operationally, or fail to raise material issues within a reasonable review period, the deliverable will be treated as accepted.

Acceptance does not prevent a valid warranty claim for a defect that falls within the agreed warranty period, but it does mean the relevant milestone or deliverable is treated as completed for billing and project progression purposes.

Warranty

We want what we deliver to be solid, but we’re not going to pretend software, systems, integrations, data and AI-assisted workflows live in a perfect world.

Unless otherwise agreed in writing, we warrant our work for 90 calendar days from the first production release date against defects arising directly from our failure to perform the agreed scope with reasonable care and skill.

This warranty does not cover:

• issues caused by changes made by you or anyone else after delivery;

• misuse, misconfiguration or operation outside expected usage;

• client-supplied content, data, assumptions or instructions;

• third-party platforms, services, APIs, hosting or infrastructure;

• security issues outside our control;

• model drift, provider changes or AI output variability; or

• new requirements, enhancements, optimisation requests or scope extensions disguised as bugs.

Any work outside the warranty will be quoted separately unless we agree otherwise.

If our work is altered by others outside expected usage or without our agreement, the warranty may be void.

Intellectual property

First things first: you warrant that you have the right to use and provide any materials you give us.

Subject to payment in full, you will own the agreed final deliverables created specifically for you under the engagement, except for:

• third-party software, libraries, assets, tools, platforms or services;

• pre-existing Neon Light materials, methods, frameworks, components, prompts, know-how, templates, automations, internal systems and reusable intellectual property; and

• any items that are licensed rather than assigned.

We retain ownership of all pre-existing and reusable intellectual property used to produce the work, including methods, systems, code patterns, prompt libraries, templates, frameworks, automations, workflows, accelerators, internal models and know-how, whether AI-assisted or otherwise.

Where our deliverables include or depend on third-party materials or licensed components, your rights are subject to the relevant third-party terms and licence conditions.

Unless otherwise agreed, we may reuse general knowledge, experience, ideas, processes, methods and non-confidential learnings gained during the engagement.

Portfolio and publicity

We like to show our work and talk about what we’ve learned. Unless you tell us otherwise in writing, we may identify you as a client and display non-confidential aspects of the project in our portfolio, credentials, case studies, proposals, talks or marketing materials.

If the work is confidential, commercially sensitive, under embargo or otherwise not suitable for public disclosure, tell us plainly and we’ll respect that.

Insurance

We maintain business insurances appropriate to our operations, which may include professional indemnity and public liability insurance. Details can be provided on request, subject to what we are reasonably willing to disclose.

Fees and payment terms

Our invoices are payable in accordance with the payment terms set out in the relevant agreement. If nothing else is stated, invoices are payable within 10 business days of issue.

If an invoice or any part thereof remains unpaid after the due date, interest will accrue on the overdue balance at a rate of 2% per month, calculated daily from the due date and compounded monthly until payment is received in full. For the avoidance of doubt, interest accrues on each day that any amount remains outstanding and is applied to the overdue balance at the end of each calendar month or part thereof.

In addition, a fixed late payment fee of USD$500 (or equivalent in the invoiced currency) will be applied to each invoice that remains unpaid after its due date.

A reasonable re-processing and administration fee may also be applied to a subsequent invoice where an overdue balance has required follow-up, re-issuance, account handling, payment rescheduling, or related administration.

If an invoice is overdue, we may, without limiting any other rights:

• suspend work, access, delivery, support, environments, or further services until payment is made;
• withhold final files, source materials, deployments, credentials, documentation, or handover items until all outstanding amounts are paid in full;
• reallocate resources and revise delivery timelines; and
• recover all reasonable costs of collection, administration, enforcement, or legal recovery where lawful.

Payment disputes must be raised promptly and in good faith, and in any event prior to the due date. The existence of a dispute does not entitle the Client to withhold payment of any undisputed portion. Late or retrospective disputes raised after the due date may not be accepted as a basis to delay or avoid payment.

Termination

Either party may terminate the relevant agreement by written notice if the other party:

• commits a material breach and fails to remedy it within a reasonable period after notice;

• becomes insolvent or unable to pay its debts; or

• engages in unlawful conduct materially affecting the engagement.

You may also stop a project for convenience, but if you do, you must pay us for all work completed, time spent, commitments made, third-party costs incurred and any reasonable winding-down costs up to the termination date.

Any clauses which by their nature should survive termination will survive termination, including payment, confidentiality, intellectual property, liability, warranty limitations and dispute-related provisions.

Liability

We do not exclude any rights, remedies or guarantees that cannot lawfully be excluded under applicable law.

To the maximum extent permitted by law:

• we are not liable for indirect, incidental, special, exemplary or consequential loss;

• we are not liable for loss of profit, revenue, goodwill, business opportunity, expected savings, data, reputation or anticipated benefit;

• we are not liable for third-party claims arising from your use of the deliverables, except to the extent directly caused by our breach of these terms; and

• our total aggregate liability arising out of or in connection with the engagement is limited to the total fees actually paid by you to us for the specific services giving rise to the claim.

You acknowledge that no service involving software, systems, data, integrations, infrastructure, AI or third-party platforms can be guaranteed to be uninterrupted, error-free, perfectly secure or future-proof.

High-risk use

Unless we expressly agree otherwise in writing, our services are not designed, warranted or intended for sole use in high-risk, safety-critical, medical, legal, employment, credit, insurance underwriting, regulated decisioning or other contexts where inaccurate, incomplete or automated outputs could reasonably cause significant harm without appropriate human oversight.

General

You may not transfer or assign your rights or obligations under the relevant agreement without our written consent.

If any part of these terms is found to be unlawful or unenforceable, the rest will continue in force.

These terms, together with the relevant proposal, quote, statement of work, invoice and any other written agreement between us, form the agreement between the parties.

The relevant agreement is governed by the laws of New South Wales, Australia, and the parties submit to the exclusive jurisdiction of its courts.