Refund Policy

1. Purpose

This Refund Policy (“Policy”) explains Nuvexia's approach to refunds for consulting, AI, technology, engineering, security, data, automation, infrastructure and related professional services.

Nuvexia provides services primarily on the basis of an agreed scope, proposal, quotation, Statement of Work (“SOW”), Order Form, Master Services Agreement (“MSA”) or other written commercial agreement.

2. General No-Refund Policy

Except where expressly agreed in writing or where a refund is required by mandatory applicable law, payments made to Nuvexia are non-refundable.

Nuvexia's services may involve professional time, specialist resources, technical preparation, project planning, infrastructure, third-party services, development, configuration, analysis, testing and other resources that may be committed or incurred after an engagement is accepted.

Accordingly, a client is not entitled to a refund merely because:

• The client changes its mind.
• The client no longer requires the service.
• The client elects not to use a completed deliverable.
• The client changes its business strategy.
• The client's internal priorities change.
• The client experiences a delay unrelated to Nuvexia.
• The client fails to provide required information or access.
• The client chooses not to deploy or use a solution after delivery.
• A third-party technology provider changes its service.
• A project does not produce a particular commercial or financial result that was not expressly guaranteed.

3. Services Delivered According to Agreed Scope

Nuvexia undertakes to provide services in accordance with the agreed scope and applicable contractual documentation.

The scope may specify:

• Services.
• Deliverables.
• Milestones.
• Timelines.
• Client responsibilities.
• Dependencies.
• Assumptions.
• Acceptance criteria.
• Fees.
• Payment milestones.
• Support arrangements.

A refund is not automatically available merely because a client does not achieve an expected business result where the agreed professional services and deliverables have been provided in accordance with the applicable scope.

4. Project Cancellation by Client

If a client cancels or terminates a project, the client remains responsible for amounts properly due for:

• Services already performed.
• Deliverables already completed.
• Work in progress where payment has become due.
• Non-cancellable third-party commitments.
• Approved expenses.
• Resources or commitments reasonably incurred under the applicable agreement.
• Any other amounts expressly made payable under the applicable contract.

Where appropriate, Nuvexia may agree in writing to modify, pause or restructure the remaining scope.

Such an arrangement is discretionary unless otherwise required by the applicable contract or law.

5. Project Delays

Where a project is delayed because the client does not provide information, approvals, access, personnel, systems or other dependencies within the agreed timeframe, the delay does not automatically create a refund entitlement.

Nuvexia may revise timelines or project milestones to account for client-caused delays.

Additional costs caused by material changes or prolonged delays may be chargeable where permitted by the applicable agreement.

6. Deliverables and Remediation

Where a deliverable materially fails to conform to an expressly agreed specification and the issue is attributable to Nuvexia, Nuvexia may, at its reasonable discretion and subject to the applicable agreement:

• Correct the affected deliverable.
• Re-perform the affected portion of the service.
• Provide a reasonable workaround.
• Agree another appropriate contractual remedy.

Where the applicable agreement provides a specific remedy, that remedy will apply.

A refund is not the default remedy where the issue can reasonably be corrected or remedied through additional performance within the agreed scope.

7. No Refund for Third-Party Failures

Nuvexia may depend upon third-party cloud platforms, AI models, APIs, software, infrastructure, hosting providers, payment providers or other technology.

To the extent permitted by the applicable agreement and law, Nuvexia is not responsible for refunds arising solely from the failure, suspension, discontinuation, modification or unavailability of a third-party service where Nuvexia is not contractually responsible for that third-party service.

Where a third-party dependency materially affects an engagement, Nuvexia will use reasonable efforts to identify an appropriate alternative where commercially and technically feasible.

8. Subscription or Recurring Services

If Nuvexia offers any subscription, recurring or retainer-based service, the applicable commercial agreement will specify:

• Billing frequency.
• Cancellation notice.
• Minimum commitment.
• Renewal terms.
• Service scope.
• Refund treatment.

Unless expressly stated otherwise, unused portions of a subscription, retainer or recurring service are not refundable.

9. Taxes

Where a refund is legally or contractually applicable, any treatment of taxes will be handled in accordance with applicable tax law and the relevant invoice or transaction.

10. Mandatory Legal Rights

Nothing in this Policy is intended to exclude, restrict or override any statutory right or remedy that cannot lawfully be excluded or restricted.

Where applicable law requires Nuvexia to provide a refund, replacement, re-performance, cancellation right or other remedy, that mandatory requirement will prevail over this Policy.

11. Requesting a Review

A client wishing to raise an issue concerning an invoice, deliverable or service should contact Nuvexia promptly and provide:

• Client name.
• Project or engagement reference.
• Invoice number, where applicable.
• Description of the issue.
• Relevant contractual or SOW provision.
• Supporting information.

Nuvexia will review the matter against the applicable agreement, scope and law.

12. Chargebacks and Payment Disputes

Clients should contact Nuvexia before initiating a payment dispute or chargeback where reasonably possible.

Unauthorised or improper chargebacks may constitute a breach of the applicable agreement and may result in reasonable costs, suspension of services or other remedies to the extent permitted by law.

Nothing in this section limits a client's statutory rights.

13. Governing Law

This Refund Policy is governed by the laws of Singapore.

Subject to mandatory applicable law, disputes relating to this Policy shall be subject to the jurisdiction of the courts of Singapore.

14. Changes to This Policy

Nuvexia may update this Refund Policy from time to time.

The latest version published by Nuvexia will identify the applicable effective date.

Changes will not override rights or obligations already established under a signed commercial agreement unless legally permitted and contractually agreed.

Summary

Nuvexia's standard position is: