Last updated: February 3, 2026
These terms govern our professional relationship for software development services.
By engaging Lumosoft for software development services, you agree to these Terms of Engagement. These terms form a binding agreement between you (the "Client") and Lumosoft (the "Service Provider").
Business Status: Lumosoft is currently operated as a sole proprietorship by a single software engineer. We maintain professional standards despite this structure, and all engagements are treated with the highest level of professionalism.
2.1 Project Proposals: Each project will be defined in a separate Project Proposal detailing scope, deliverables, timeline, and pricing. The Project Proposal becomes part of this Agreement when signed by both parties.
2.2 Scope Changes: Any changes to project scope must be agreed in writing. Additional work may affect timeline and pricing.
2.3 Technical Approach: We use modern development practices including version control, testing, and documentation. Specific technologies and methodologies will be agreed per project.
The Client agrees to:
4.1 Pricing Models: Projects may be quoted as fixed-price, time-and-materials, or retainer-based as specified in the Project Proposal.
4.2 Payment Schedule: For fixed-price projects, a 30-50% deposit is typically required before work begins, with milestone payments throughout the project. Final payment is due before delivery of source code or deployment.
4.3 Late Payments: Payments overdue by more than 15 days may incur interest at 2% per month. We reserve the right to pause work on overdue accounts.
4.4 Taxes: All fees are exclusive of VAT. Currently, as a small sole proprietorship, we are not VAT registered.
5.1 Client IP: The Client retains ownership of all pre-existing intellectual property and any materials provided to us.
5.2 Deliverables IP: Upon full payment, the Client receives ownership of the Deliverables specifically created for the Project, excluding:
5.3 License to Us: We retain the right to use anonymized code patterns and methodologies for future projects.
Both parties agree to keep confidential all non-public information received from the other party, including business plans, technical information, and project details. This obligation continues for 3 years after project completion.
Confidential information does not include information that becomes publicly available through no fault of the receiving party, or is independently developed.
7.1 Service Warranty: We warrant that services will be performed with reasonable skill and care consistent with professional software development standards.
7.2 No Guarantees: We do not guarantee specific business outcomes, revenue increases, or market success resulting from our work.
7.3 Limitation of Liability: Our total liability for any claim shall not exceed the total fees paid by the Client for the relevant Project. We are not liable for indirect, special, or consequential damages.
7.4 Force Majeure: Neither party is liable for delays or failures caused by circumstances beyond reasonable control.
8.1 Communication: Primary communication will be via email, with scheduled meetings as needed. We aim to respond to urgent queries within 24 hours (business days).
8.2 Progress Updates: We provide regular progress updates, typically weekly for ongoing projects.
8.3 Working Hours: Standard working hours are Monday-Friday, 9 AM-5 PM SAST, excluding South African public holidays.
9.1 Post-Launch Support: We provide 30 days of bug-fix support after project delivery at no additional cost for issues related to our work.
9.2 Ongoing Maintenance: Ongoing maintenance, updates, and enhancements can be arranged under separate agreement.
9.3 Third-Party Services: We are not responsible for third-party services, APIs, or platforms used in the project, though we will assist with integration.
10.1 Termination for Convenience: Either party may terminate with 30 days written notice. The Client is responsible for payment for work completed up to termination date.
10.2 Termination for Cause: Either party may terminate immediately for material breach, including non-payment or failure to provide necessary information.
10.3 Post-Termination: Upon termination, we will deliver all completed work and provide transition assistance as agreed.
11.1 Governing Law: This Agreement is governed by South African law. Any disputes will be subject to the jurisdiction of South African courts.
11.2 Entire Agreement: These Terms together with the Project Proposal constitute the entire agreement between the parties.
11.3 Amendments: Changes must be agreed in writing by both parties.
11.4 Severability: If any provision is found invalid, the remainder of the Agreement remains in effect.
11.5 Assignment: The Client may not assign this Agreement without our written consent.
By engaging our services, you acknowledge that you have read, understood, and agree to these Terms of Engagement. For each specific project, a Project Proposal will be provided which, when accepted, incorporates these Terms.
These terms are designed to create a clear, professional framework for our work together while protecting both parties' interests.
If you have questions about these Terms, please contact us before engaging our services.