Maqaas Terms of Use

These Terms of Use (“Terms”) govern access to and use of the Maqaas website, APIs, documentation, pilot services and related services (collectively, the “Services”) provided by Lumara Labs, LLC, a Delaware limited liability company (“Lumara,” “Maqaas,” “we,” “us,” or “our”).

By accessing or using the Services on behalf of an organization, you represent that you are authorized to bind that organization to these Terms. “Customer” means that organization.

If you are not authorized to accept these Terms for the organization, you must not use the Services on its behalf.

1. Business Service

Maqaas is offered for business use. It is not intended as a consumer service.

Users must be at least 18 years old.

2. The Maqaas Service

Maqaas provides APIs that analyze business communications and structured or unstructured business information and return machine-readable information, evidence, warnings and operational decision outputs.

Depending on the API input selected by Customer, Maqaas may use model-based extraction to convert unstructured content into structured facts.

Maqaas's decision engine then applies deterministic, versioned rules to relevant facts.

Model-based extraction and deterministic decisioning are separate stages of the Service.

3. Decision Support — Customer Remains Responsible

Maqaas is a decision-support system.

Outputs may identify inconsistencies, risks, evidence, confidence levels, review requirements, recommended routing or other information intended to assist Customer's business processes.

Maqaas outputs are not guarantees that an invoice, supplier, bank account, transaction, document or communication is authentic, accurate, legitimate or fraudulent.

False positives, false negatives, extraction errors, incomplete evidence and other errors are possible.

Customer remains responsible for determining how Maqaas outputs are used and for establishing appropriate review, approval and payment controls.

Maqaas does not currently execute payments, transfer funds, modify bank accounts or independently contact suppliers.

Customer must not treat a Maqaas output as a substitute for controls or human review required by law, contract, Customer policy or reasonable financial-security practices.

4. Customer Content

“Customer Content” means information submitted to the Services by or on behalf of Customer.

Customer retains its rights in Customer Content.

Customer grants Lumara a limited, non-exclusive right to process Customer Content solely as reasonably necessary to provide, secure, maintain and support the Services and to comply with applicable law.

Customer represents that it has all rights and permissions necessary to submit Customer Content and permit its processing under these Terms.

Customer must not submit information to the Services where doing so would violate applicable law, confidentiality obligations, intellectual-property rights or other rights of another person.

5. Model Processing

When Customer uses functionality requiring document or communication extraction, relevant Customer Content may be transmitted to Lumara's configured third-party model provider for processing.

Customers using the supported JSON decision endpoint can provide extracted_facts and use the decisioning functionality without invoking that model-based extraction path. The document-upload endpoint uses model-based extraction and does not provide that bypass.

Lumara does not use Customer Content to train Lumara models unless separately agreed with Customer.

Use of third-party providers remains subject to the architecture and provider arrangements applicable to the Services at the relevant time.

6. API Credentials

Customer is responsible for maintaining the confidentiality and security of its API credentials.

Customer may not share credentials with unauthorized parties, circumvent authentication or rate limits, or permit credentials to be used in violation of these Terms.

Customer must notify Lumara promptly at support@maqaas.com if it knows or reasonably suspects that an API credential has been compromised.

Lumara may revoke or replace credentials where reasonably necessary to protect Customer, Lumara, the Services or other users.

7. Acceptable Use

Customer may not use the Services to violate applicable law; infringe the rights of another person; introduce malicious software; probe, scan or test vulnerabilities without authorization; circumvent security, authentication, usage limits or technical restrictions; interfere with the operation of the Services; attempt unauthorized access to systems or data; misrepresent Maqaas outputs as guarantees of authenticity or fraud; or resell or provide access to the Services except as expressly permitted by Lumara.

Reasonable integration testing consistent with documentation and Customer's authorized use is permitted.

8. API Versions and Changes

Maqaas uses versioned API contracts, rules and related components.

Lumara may improve, modify or replace Service functionality over time. Changes that could materially affect integrations may be introduced through versioning, documentation, notice or other change-control mechanisms appropriate to the relevant service arrangement.

Customer is responsible for testing its integration and monitoring relevant technical documentation.

9. Usage Limits and Pilot Services

Access may be subject to rate limits, usage allowances, technical restrictions or plan-specific limits communicated through documentation, Customer's pilot arrangement or another written agreement.

Pilot or evaluation services may contain additional limitations and may be modified or discontinued.

Unless Lumara expressly agrees otherwise in writing, exceeding a stated pilot allowance does not itself create an entitlement to unlimited continued service or establish future commercial pricing.

10. Fees

Fees, billing arrangements and commercial allowances, if applicable, will be specified in the relevant order, pilot agreement, subscription arrangement or other written agreement between Lumara and Customer.

The current Maqaas API does not itself require Customer to provide payment-card information to the decision API.

11. Intellectual Property

Except for Customer Content and third-party materials, Lumara and its licensors retain all right, title and interest in the Services, including Maqaas software, APIs, decisioning technology, documentation, designs, trademarks and associated intellectual property.

Subject to these Terms and any applicable commercial agreement, Lumara grants Customer a limited, non-exclusive, non-transferable right to access and use the Services for Customer's internal business purposes and authorized integrations.

No rights are granted except as expressly stated.

12. Confidentiality

Each party may receive non-public information from the other that a reasonable person would understand to be confidential given its nature and the circumstances of disclosure.

The receiving party will use such information only for purposes related to the parties' relationship and will take reasonable measures to protect it from unauthorized use or disclosure.

These obligations do not apply to information that the receiving party can demonstrate was lawfully known without restriction, becomes public without breach of an obligation, is independently developed without use of the confidential information, or is lawfully received from another source without confidentiality restrictions.

A party may disclose confidential information where legally required, subject to applicable legal restrictions and, where permitted, reasonable notice.

13. Availability

Lumara seeks to operate the Services reliably but does not promise uninterrupted or error-free availability.

Unless a separate written agreement expressly provides otherwise, no service-level agreement or guaranteed uptime applies.

Lumara may suspend access where reasonably necessary for security, maintenance, legal compliance, abuse prevention or protection of the Services.

14. Beta, Pilot and Evaluation Features

Features identified as beta, pilot, experimental, preview or evaluation functionality may be incomplete, change without notice, or contain additional errors.

Such functionality should not be relied upon for production-critical operations unless Lumara expressly agrees otherwise in writing.

15. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

LUMARA DISCLAIMS WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, EXCEPT TO THE EXTENT SUCH WARRANTIES CANNOT LAWFULLY BE DISCLAIMED.

LUMARA DOES NOT WARRANT THAT THE SERVICES WILL IDENTIFY EVERY ERROR, FRAUD ATTEMPT, BANK-DETAIL CHANGE, DOCUMENT INCONSISTENCY OR OTHER RISK.

LUMARA DOES NOT WARRANT THAT INFORMATION EXTRACTED FROM DOCUMENTS OR COMMUNICATIONS WILL ALWAYS BE COMPLETE OR ACCURATE.

16. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL OR DATA, ARISING OUT OF OR RELATING TO THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

EXCEPT FOR LIABILITY THAT CANNOT LAWFULLY BE LIMITED AND ANY ADDITIONAL EXCEPTIONS EXPRESSLY AGREED IN WRITING, LUMARA'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES WILL NOT EXCEED THE AMOUNTS PAID OR PAYABLE BY CUSTOMER TO LUMARA FOR THE SERVICES DURING THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

For a Service provided entirely without charge, Lumara's aggregate liability will not exceed US$100, to the maximum extent permitted by applicable law.

17. Indemnification

Customer will defend, indemnify and hold harmless Lumara and its officers, employees and agents from third-party claims arising from Customer Content, Customer's unlawful use of the Services, Customer's violation of these Terms, or Customer's infringement or violation of another person's rights.

Lumara will provide reasonable notice of a covered claim and reasonable cooperation in its defense.

Any broader or reciprocal indemnification obligations applicable to a commercial engagement may be established in a separate written agreement.

18. Suspension and Termination

Customer may stop using the Services at any time, subject to any separate commercial agreement.

Lumara may suspend or terminate access where Customer materially violates these Terms, creates a security risk, uses the Services unlawfully, fails to pay amounts due under an applicable agreement, or where suspension is reasonably necessary to protect the Services or other customers.

Where reasonably practicable, Lumara will provide notice and an opportunity to cure a remediable breach.

19. Privacy

Our processing of information in connection with the Services is described in the Maqaas Privacy Policy.

Customer remains responsible for its own privacy notices, legal bases and obligations concerning information it submits to Maqaas.

20. Changes to These Terms

Lumara may update these Terms from time to time.

Material changes will apply prospectively, and we will provide notice where required by applicable law, contract or the nature of the change.

Continued use of the Services after updated Terms become effective constitutes acceptance where legally permitted.

21. Governing Law and Disputes

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles.

Subject to any separate written agreement between Lumara and Customer, the state and federal courts having jurisdiction in Delaware will have exclusive jurisdiction over disputes arising from or relating to these Terms or the Services, and each party consents to their jurisdiction and venue.

22. General

Neither party may assign these Terms except in connection with a merger, acquisition, corporate reorganization or sale of substantially all relevant assets, or with the other party's consent, except that Lumara may assign these Terms to an affiliate or successor.

If any provision is held unenforceable, the remaining provisions remain in effect.

Failure to enforce a provision is not a waiver.

These Terms, together with any applicable written order, pilot agreement or other agreement expressly incorporated into them, constitute the agreement concerning their subject matter. If a separately executed agreement conflicts with these Terms, the executed agreement controls to the extent of the conflict.

23. Contact

Lumara Labs, LLC
131 Continental Dr, Suite 305
Newark, Delaware 19713
United States

Email: support@maqaas.com