Last Updated: February 1st, 2026

1. INTRODUCTION AND PARTIES

1.1 The Service Provider

These Terms of Service ("Terms") constitute a legally binding agreement between you and:

OneCodeToRuleAll DOO (trading as "Lumaris Studio")

Registered Address: Sinđelićeva 6, 19000 Zaječar, Serbia

Company Registration Number: 21564516

Tax Identification Number (PIB): 111898813

Email for Legal Notices: contact@lumaris-studio.com

Phone: +381 60 130 9939

Throughout these Terms, "we," "us,""our," or "Lumaris Studio" refers to OneCodeToRuleAll DOO, and "you," "your," or "Client" refers to the individual or entity engaging our services.

1.2 Scope of Services

Lumaris Studio provides technical video production services, including but not limited to video editing, motion graphics, animations, product demonstrations, tutorial videos, promotional content, and related creative services (collectively, the "Services"). These Terms govern all Services provided by Lumaris Studio unless explicitly superseded by a separate written agreement.

1.3 Acceptance of Terms

By engaging our Services through any of the following means, you acknowledge that you have read, understood, and agree to be bound by these Terms:

• Signing a Service Agreement or Statement of Work

• Submitting a project brief through our client portal (EditWise)

• Providing payment for any Services

• Providing materials, assets, or instructions for a project

• Continuing to use our Services after being notified of updates to these Terms

‍

2. DEFINITIONS

The following terms shall have the meanings set forth below:

"Business Day" means Monday through Friday, excluding public holidays in the Republic of Serbia.

"Client Materials" means all content, assets, footage, images, audio, logos, brand guidelines, and other materials provided by the Client for use in the Services.

"Confidential Information" means any non-public information disclosed by either party to the other, including but not limited to business plans, technical data, product information, customer lists, financial information, and trade secrets.

"Credits" means the units of production capacity purchased by the Client under a retainer arrangement, where one (1) Credit equals one (1) hour of production work.

"Deliverables" means all final video content, graphics, animations, and other creative outputs produced by Lumaris Studio for the Client.

"EditWise" means Lumaris Studio's proprietary client portal and project management platform.

"Effective Date" means the date on which the Client first engages Lumaris Studio's Services or signs a Service Agreement, whichever occurs first.

"Licensed Assets" means stock footage, music, fonts, templates, plugins, and other third-party materials incorporated into Deliverables by Lumaris Studio.

"Project" means a specific scope of work agreed upon by both parties, documented in a project brief or Statement of Work.

"Retainer" means an ongoing service arrangement where the Client purchases a monthly allocation of Credits.

"Statement of Work" or "SOW" means a written document specifying the scope, deliverables, timeline, and pricing for a particular Project or engagement.

‍

3. SERVICES AND ENGAGEMENT

3.1 Service Description

Lumaris Studio provides technical video production services specializing in content for developer tools, DevOps platforms, AI companies, and B2B SaaS products. Our Services include, but are not limited to:

• Long-form video editing (tutorials, courses, webinars)

• Product demonstrations and explainer videos

• Motion graphics and animations

• Video intros and outros

• Sponsored content integration

• Short-form content (social media clips, YouTube Shorts)

• Thumbnail design

• Conference and event video editing

3.2 Content Restrictions

Lumaris Studio reserves the absolute right to decline or terminate any engagement involving content that:

• Is illegal under the laws of the Republic of Serbia, the Client's jurisdiction, or any jurisdiction where the content will be distributed

• Promotes hatred, discrimination, or violence against any individual or group

• Contains or promotes child exploitation or abuse

• Is defamatory, fraudulent, or deceptive

• Infringes upon intellectual property rights of third parties

• Does not align with the ethical standards and moral values of Lumaris Studio

• Falls outside Lumaris Studio's area of expertise or service offerings

Such determination shall be made at Lumaris Studio's sole discretion, and no refund shall be provided for work already completed on projects terminated under this section.

3.3 Use of Subcontractors

Lumaris Studio reserves the right to engage subcontractors or freelance professionals to assist in the delivery of Services. In such cases, Lumaris Studio shall remain fully responsible for the quality of Deliverables and shall ensure that all subcontractors are bound by confidentiality obligations at least as protective as those contained in these Terms.

‍

4. CLIENT OBLIGATIONS

4.1 Provision of Materials

The Client shall provide all necessary Client Materials in a timely manner. The Client acknowledges and agrees that:

• Delivery timelines commence only upon receipt of all required Client Materials and confirmation of the project brief or creative direction by the Client

• Delays in providing Client Materials will result in corresponding extensions to delivery timelines

• Client Materials must be provided in industry-standard formats unless otherwise agreed

• Low-quality or incomplete Client Materials may affect the quality of Deliverables

4.2 Rights to Client Materials

The Client represents, warrants, and guarantees that it owns or has obtained all necessary rights, licenses, and permissions to use and authorize Lumaris Studio to use all Client Materials for the purpose of providing the Services. The Client shall be solely responsible for any claims arising from unauthorized use of materials provided to Lumaris Studio.

4.3 Feedback and Approvals

The Client shall provide timely feedback on Deliverables. While there is no strict deadline for Client feedback, the Client acknowledges that:

• Delays in providing feedback will delay the resolution of revision requests and final delivery

• Credits continue to be consumed for work in progress during feedback delays

• Lumaris Studio may reprioritize other projects during extended feedback delays

• After thirty (30) days of no response to a delivered draft, Lumaris Studio may consider the Deliverable approved and archive the project

4.4 Cooperation

The Client shall cooperate with Lumaris Studio in good faith, provide accurate information, respond to reasonable requests in a timely manner, and refrain from any conduct that would impede Lumaris Studio's ability to perform the Services.

‍

5. PRICING, PAYMENT, AND CREDITS

5.1 Credit-Based Retainer System

Lumaris Studio operates primarily on a credit-based retainer model. Under this model:

• One (1) Credit equals one (1) hour of production work

• Credits are purchased in monthly packages at rates specified in the applicable Service Agreement

• All time spent on Client projects is tracked and logged in the EditWise platform

5.2 Credit Rollover and Expiration

Unless otherwise specified in the Service Agreement:

• Unused Credits may roll over for a maximum of two (2) consecutive months

• Credits older than two (2) months expire automatically without refund

• Expired Credits cannot be reinstated or converted to other value

5.3 Payment Terms

The following payment terms apply to all engagements:

• Accepted payment methods: Bank transfer and PayPal

• Accepted currencies: United States Dollars (USD) or Euros (EUR)

• Retainer invoices are issued on the first Business Day of each month

• Payment is due within thirty (30) days of invoice date (Net 30)

• Project-based work requires payment according to the terms specified in the applicable SOW

5.4 Late Payment

In the event of late payment:

• A late fee of two percent (2%) per month shall accrue on all overdue amounts

• Lumaris Studio may suspend all work on Client projects until payment is received

• Lumaris Studio may withhold delivery of any completed Deliverables

• Continued non-payment for sixty (60) days constitutes a material breach entitling Lumaris Studio to terminate the engagement

5.5 Invoice Disputes

If the Client disputes any portion of an invoice:

• The Client must notify Lumaris Studio in writing within ten (10) Business Days of invoice receipt

• The dispute notice must specify the disputed amount and the basis for the dispute

• Undisputed portions of the invoice remain due and payable

• Lumaris Studio will suspend work during the dispute resolution period

• Both parties shall negotiate in good faith to resolve the dispute within fifteen (15) Business Days

5.6 Overage

If a Project requires more Credits than the Client's available balance, Lumaris Studio will notify the Client before proceeding. Additional Credits may be purchased at the per-Credit rate specified in the Service Agreement or at Lumaris Studio's then-current rates.

6. DELIVERY AND REVISIONS

6.1 Delivery Timeline

Delivery timelines are estimates provided in good faith and commence upon:

• Receipt of all required Client Materials

• Client confirmation and approval of the project brief, creative direction, or recommended approach

• Receipt of any required advance payment

Standard delivery timelines vary by service tier and type of service that is being provided.

6.2 Delivery Delay Compensation

If Lumaris Studio fails to deliver a Deliverable within the agreed timeline due solely to Lumaris Studio's fault (and not due to Client delays, scope changes, or force majeure events), the Client shall receive five (5) Credits for each Business Day of delay, up to a maximum of the total Credits allocated to that Project.

This Credit compensation shall be the Client's sole and exclusive remedy for delivery delays.

6.3 Revisions

Each service tier includes a specified number of revision rounds as detailed in the Service Agreement. A "revision round" is defined as a single set of consolidated feedback provided by the Client. For clarity:

• Feedback should be consolidated and provided in a single communication per round

• Conflicting feedback within a single round will be clarified before work proceeds

• Additional revision rounds beyond those included may be purchased and will consume Credits

• Major scope changes or complete creative redirections are considered new Projects, not revisions

6.4 Acceptance

Deliverables shall be deemed accepted upon the earlier of:
(a) written approval by the Client;
(b) publication or use of the Deliverable by the Client; or
(c) thirty (30) days after delivery without substantive feedback from the Client.

‍

7. INTELLECTUAL PROPERTY

7.1 Ownership of Client Materials

The Client retains all right, title, and interest in and to all Client Materials. The Client grants Lumaris Studio a limited, non-exclusive, royalty-free license to use Client Materials solely for the purpose of providing the Services.

7.2 Ownership of Deliverables

Upon full payment of all amounts due for a Project, and only upon such full payment, ownership of the Deliverables shall transfer to the Client, subject to the following:

• Lumaris Studio retains ownership of all work product until full payment is received

• Lumaris Studio retains ownership of all pre-existing materials, tools, templates, methodologies, and know-how used in creating the Deliverables

• The Client receives a perpetual, worldwide, non-exclusive license to use any Lumaris Studio pre-existing materials incorporated into the Deliverables

7.3 Licensed Assets

Lumaris Studio may incorporate Licensed Assets (stock footage, music, fonts, etc.) into Deliverables. Regarding Licensed Assets:

• Lumaris Studio shall procure all necessary licenses for the intended use specified in the project brief

• The Client is responsible for any additional licensing fees if the Deliverable is used beyond the originally specified scope

• The Client assumes full responsibility and liability for any use of Deliverables that exceeds the scope of the Licensed Asset licenses

• Lumaris Studio shall, upon request, provide documentation of Licensed Asset licenses for the Client's records

7.4 Portfolio Rights

Lumaris Studio may use completed Deliverables in its portfolio, website, marketing materials, case studies, and for promotional purposes only if:

• The Client provides explicit written permission; OR

• The content has been made publicly available by the Client (e.g., published on YouTube, the Client's website, or other public platforms)

The Client may revoke portfolio permission at any time by written notice, and Lumaris Studio shall remove such materials within thirty (30) days of receiving such notice.

‍

8. CONFIDENTIALITY

8.1 Confidentiality Obligations

Each party agrees to:

• Maintain the confidentiality of all Confidential Information disclosed by the other party

• Use Confidential Information solely for the purpose of fulfilling obligations under these Terms

• Not disclose Confidential Information to any third party without prior written consent

• Protect Confidential Information with at least the same degree of care used to protect its own confidential information

8.2 Duration

Confidentiality obligations shall remain in effect during the term of the engagement and shall continue until the Confidential Information becomes publicly available through no fault of the receiving party. Trade secrets shall be protected indefinitely.

8.3 Exceptions

Confidential Information does not include information that:

• Was publicly available at the time of disclosure

• Becomes publicly available after disclosure through no fault of the receiving party

• Was already known to the receiving party prior to disclosure

• Is independently developed by the receiving party without use of Confidential Information

• Is required to be disclosed by law, provided the disclosing party is given reasonable notice

8.4 Non-Disclosure Agreements

Lumaris Studio is willing to execute separate Non-Disclosure Agreements (NDAs) as standard practice for engagements involving pre-release products, proprietary technology, or other sensitive business information.

‍

9. REPRESENTATIONS AND WARRANTIES

9.1 Lumaris Studio Warranties

Lumaris Studio represents and warrants that:

• It has the right and authority to enter into these Terms and perform the Services

• The Services will be performed in a professional and workmanlike manner

• The Deliverables will substantially conform to the specifications agreed upon in the project brief

• To its knowledge, the Deliverables will not infringe the intellectual property rights of any third party (excluding Client Materials and Client-directed content)

9.2 Client Warranties

The Client represents and warrants that:

• It has the right and authority to enter into these Terms

• It owns or has all necessary rights to provide the Client Materials for use in the Services

• The Client Materials do not infringe any third-party rights

• All information provided to Lumaris Studio is accurate and complete

• The use of Deliverables as intended will not violate any applicable laws

9.3 Disclaimer

EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, LUMARIS STUDIO MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. LUMARIS STUDIO DOES NOT WARRANT THAT THE SERVICES WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT DELIVERABLES WILL ACHIEVE ANY PARTICULAR RESULTS, VIEWS, ENGAGEMENT METRICS, OR BUSINESS OUTCOMES.

‍

10. LIMITATION OF LIABILITY

10.1 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LUMARIS STUDIO'S TOTAL CUMULATIVE LIABILITY TO THE CLIENT FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, WHETHER IN CONTRACT (INCLUDING NEGLIGENCE), OR OTHERWISE, SHALLNOT EXCEED THE TOTAL FEES PAID BY THE CLIENT TO LUMARIS STUDIO FOR THE SPECIFIC PROJECT GIVING RISE TO THE CLAIM.

10.2 Exclusion of Consequential Damages

IN NO EVENT SHALL LUMARIS STUDIO BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, EVEN IF LUMARIS STUDIO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.3 Exceptions

The limitations in this Section 10 shall not apply to:

(a) either party's indemnification obligations;

(b) either party's breach of confidentiality obligations;

(d) claims arising from a party's gross negligence or willful misconduct.

‍

11. INDEMNIFICATION

11.1 Client Indemnification

The Client shall indemnify, defend, and hold harmless Lumaris Studio and its officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Any breach by the Client of its representations, warranties, or obligations under these Terms

• Client Materials or any claim that Client Materials infringe or misappropriate any third-party rights

• The Client's use of Deliverables in a manner not authorized under these Terms or beyond the scope of Licensed Asset licenses

• Any content, instructions, or directions provided by the Client that result in claims against Lumaris Studio

• Any false representations made by the Client regarding its rights to Client Materials

11.2 Lumaris Studio Indemnification

Lumaris Studio shall indemnify, defend, and hold harmless the Client from and against any claims that the Deliverables (excluding Client Materials and Licensed Assets) infringe or misappropriate any third-party intellectual property rights, provided that:

(a)the Client promptly notifies Lumaris Studio of the claim;

(b) Lumaris Studio has sole control of the defense and settlement; and

‍

12. TERM AND TERMINATION

12.1 Term

These Terms become effective on the Effective Date and shall remain in effect until the completion of all Services and payment of all amounts due, or until terminated in accordance with this Section 12.

12.2 Termination for Convenience

Either party may terminate a retainer arrangement by providing thirty (30) days' written notice to the other party. Upon such termination, the provisions of Section 12.5 regarding credit refunds shall apply.

12.3 Termination for Cause

Either party may terminate these Terms immediately upon written notice if the other party:

• Materially breaches these Terms and fails to cure such breach within fourteen (14) days after receiving written notice

• Becomes insolvent, files for bankruptcy, or makes an assignment for the benefit of creditors

• Engages in conduct that materially harms the other party's reputation or business interests

12.4 Effect of Termination by Client

Upon termination by the Client (whether for convenience orcause):

• All work in progress shall immediately cease unless otherwise agreed

• Credits consumed on work in progress shall be charged to the Client, even if final Deliverables are not provided

• Remaining unused Credits shall be refunded proportionally (see Section 12.5)

12.5 Credit Refund Upon Termination

Upon termination of a retainer arrangement:

• Unused Credits shall be refunded proportionally based on the per-Credit rate paid

• Credits consumed on work in progress (even if Deliverables are not finalized) shall not be refunded

• If Credits have been exceeded, the Client shall pay for such overage before any refund is calculated

• Refunds shall be processed within thirty (30) days oftermination

Example: If the Client paid $6,000 for 50 Credits and has 25 Credits remaining, the Client shall receive are fund of $3,000.

12.6 Effect of Termination by Lumaris Studio for Cause

If Lumaris Studio terminates for cause due to Client's material breach:

• All work shall immediately cease

• All amounts due for work performed shall become immediately payable

• Credits consumed on work in progress shall be charged

• Remaining Credits shall be refunded proportionally, less any amounts owed

• If the Client's breach has caused Lumaris Studio additional costs or damages exceeding available Credits, the Client shall compensate Lumaris Studio for such excess

12.7 Return of Materials

Upon termination, each party shall promptly return or destroy all Confidential Information of the other party. Lumaris Studio shall retain Client Materials and project files for thirty (30) days following termination, after which they may be permanently deleted.

12.8 Survival

The following sections shall survive termination: Section 7 (Intellectual Property), Section 8 (Confidentiality), Section 10 (Limitation of Liability), Section 11 (Indemnification), Section 13 (Non-Solicitation), and Section 15 (Governing Lawand Disputes).

‍

13. NON-SOLICITATION

13.1 Restriction

During the term of the engagement and for a period of two (2) years following termination, the Client agrees not to, directly or indirectly:

• Solicit, recruit, hire, or engage any employee, contractor, or team member of Lumaris Studio

• Encourage or induce any such person to leave their position with Lumaris Studio

• Assist any third party in soliciting or hiring any such person

13.2 Liquidated Damages

The parties acknowledge that a breach of this Section 13 would cause irreparable harm to Lumaris Studio that would be difficult to quantify. Accordingly, in the event of a breach, the Client shall pay Lumaris Studio liquidated damages equal to twelve (12) months of the solicited individual's compensation with Lumaris Studio, in addition to any other remedies available at law or equity.

‍

14. FORCE MAJEURE

Neither party shall be liable for any failure or delay in performing its obligations under these Terms if such failure or delay results from circumstances beyond the reasonable control of that party, including but not limited to:

• Acts of God, natural disasters, or severe weather events

• War, terrorism, civil unrest, or armed conflict

• Epidemics, pandemics, or public health emergencies

• Government actions, embargoes, or sanctions

• Failure of third-party telecommunications or power supply

• Cyberattacks affecting critical infrastructure

The affected party shall notify the other party promptly and use reasonable efforts to mitigate the impact of the force majeure event. If a force majeure event continues for more than sixty (60) days, either party may terminate the affected Services without penalty.

‍

15. GOVERNING LAW AND DISPUTE RESOLUTION

15.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Republic of Serbia, without regard to its conflict of laws principles.

15.2 Dispute Resolution

Any dispute arising out of or relating to these Terms shall be resolved as follows:

• Negotiation: The parties shall first attempt to resolve the dispute through good-faith negotiation for a period of thirty (30) days.

• Mediation: If negotiation fails, the parties shall submit the dispute to mediation administered by a mutually agreed mediator. The costs of mediation shall be shared equally.

• Litigation: If mediation fails, either party may commence legal proceedings in the competent courts of the Republic of Serbia, which shall have exclusive jurisdiction.

15.3 Language

All disputes, negotiations, and legal proceedings shall be conducted in English.

‍

16. DATA AND FILE RETENTION

16.1 Retention Period

Lumaris Studio shall retain Client Materials, project files, Deliverables, and all associated assets for a period of thirty (30) days following the completion of the Project or termination of the engagement, whichever occurs later. After this period, all files may be permanently deleted without notice.

16.2 Extended Retention

Upon request and subject to additional fees, Lumaris Studio may retain files for an extended period. Such arrangements must be agreed upon in writing.

16.3 Client Responsibility

The Client is solely responsible for maintaining backups of all Client Materials and for downloading and securing copies of all Deliverables before the retention period expires.

‍

17. GENERAL PROVISIONS

17.1 Entire Agreement

These Terms, together with any Service Agreement, Statement of Work, or other written agreements between the parties, constitute the entire agreement between the parties and supersede all prior negotiations, representations, or agreements relating to the subject matter hereof.

17.2 Amendment

Lumaris Studio reserves the right to modify these Terms at any time. Material changes will be communicated to active Clients at least thirty (30) days before taking effect. Continued use of Services after such notice constitutes acceptance of the modified Terms.

17.3 Assignment

The Client may assign or transfer this agreement to another party (such as in the event of a merger or acquisition) provided that:

(a) all terms and conditions remain unchanged;

(b)the assignee's business and intended use of Services complies with Lumaris Studio's content restrictions and service criteria; and

17.4 Severability

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions shall continue in full force and effect.

17.5 Waiver

No failure or delay by either party in exercising any right under these Terms shall constitute a waiver of that right. Any waiver must be in writing and signed by the waiving party.

17.6 Notices

All notices required or permitted under these Terms shall be in writing and shall be deemed delivered when:

• Sent by email to the addresses specified in the Service Agreement (with confirmation of receipt)

• Delivered personally or by courier

• Sent by registered mail with return receipt requested

Legal notices to Lumaris Studio shall be sent to: contact@lumaris-studio.com

17.7 Independent Contractors

The relationship between Lumaris Studio and the Client is that of independent contractors. Nothing in these Terms shall be construed to create a partnership, joint venture, employment, or agency relationship.

17.8 No Third-Party Beneficiaries

These Terms are for the sole benefit of the parties and do not create any rights in favor of any third party.

17.9 Headings

Section headings are for convenience only and shall not affect the interpretation of these Terms.

17.10 Counterparts

Any Service Agreement incorporating these Terms may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one agreement. Electronic signatures shall be deemed valid and binding.

‍

CONTACT INFORMATION

For questions about these Terms of Service, please contact:

Lumaris Studio (A trading name of OneCodeToRuleAll DOO)

Sinđelićeva 6, 19000 Zaječar, Republic of Serbia

Email: contact@lumaris-studio.com