These Terms of Service ("Terms") constitute a legally binding agreement between Saha Sales Inc., a California corporation doing business as Saha Lighting Solutions ("Company," "we," "us," or "our"), and the entity or individual ("Client," "you," or "your") that subscribes to and uses the Lighting Studio platform ("Service"). By creating an account, starting a trial, clicking to accept these Terms, completing checkout, accessing, or using the Service, you agree to be bound by these Terms in their entirety.
If you do not agree to these Terms, do not access or use the Service.
The Service is a multi-tenant, web-based software-as-a-service platform that enables lighting manufacturers and distributors to:
The Service is provided on a subscription basis as further described in these Terms and any applicable Order Form or written agreement between you and the Company.
To use the Service you must register for an account, providing a company name, a tenant identifier, and a valid administrator email address. You represent that all registration information you provide is accurate and that you are authorized to bind the entity on whose behalf you register. After registration, checkout, payment, or execution of a subscription agreement, the Company will provision a tenant account and provide administrative login credentials to the Client's designated administrator. The Client is solely responsible for:
The Company reserves the right to suspend or terminate access where account security has been compromised.
3.1 Free Trials. The Company may offer a free trial period that allows you to evaluate the Service before purchasing a subscription. Trial accounts may be limited in duration, features, or capacity at the Company's discretion. At the end of the trial period, continued access to the Service requires upgrading to a paid subscription; the Company may suspend or limit trial accounts that are not upgraded. Content and configuration created during a trial carry over to a paid subscription. The Company may modify or discontinue trial offerings at any time and may decline to offer a trial to any prospective Client.
3.2 Plans and Billing Periods. Subscriptions may be offered on monthly or annual billing periods, depending on the plan selected at checkout or stated in an applicable Order Form. The selected plan, billing period, and price are displayed before payment is completed.
3.3 Payment Processing. Online payments and subscription billing are processed by Stripe. Fees are due at checkout and at each renewal unless otherwise stated in a written agreement. You are responsible for keeping your payment method current and for paying any applicable charges.
3.4 Auto-Renewal and Cancellation. Subscriptions automatically renew at the end of each billing period unless cancelled before renewal through the billing portal or by contacting the Company. If you cancel a paid subscription, cancellation takes effect at the end of the current paid billing period unless otherwise required by law or agreed in writing.
3.5 Non-Refundable. All subscription fees are non-refundable except as expressly required by applicable law or as set forth in writing by the Company.
3.6 Failed Payment and Suspension. If a recurring payment fails, the Company may provide a three (3) day grace period and may send a payment warning to the Client administrator. If payment is not recovered before the grace period ends, the Company may pause or limit access to the Service without liability to the Client. Access may be restored after successful payment.
3.7 Taxes. Fees are exclusive of all applicable taxes. The Client is responsible for paying all taxes, levies, or duties imposed by taxing authorities in connection with its use of the Service, excluding taxes based on the Company's net income.
4.1 Ownership. The Client retains all right, title, and interest in and to the IES photometric files, branding assets, logos, and other content uploaded to the Service ("Client Data"). The Company does not claim ownership of Client Data.
4.2 License to Company. By uploading Client Data to the Service, the Client grants the Company a limited, non-exclusive, worldwide, royalty-free license to store, host, process, transmit, and display Client Data solely as necessary to provide the Service. This license terminates upon deletion of the Client Data or termination of the subscription.
4.3 Client Responsibility. The Client represents and warrants that it has all necessary rights, licenses, and permissions to upload and use the Client Data within the Service, and that such use does not infringe any third-party rights. The Client indemnifies and holds harmless the Company from any claims arising out of Client Data.
4.4 Data Retention and Deletion. Upon cancellation, suspension, or termination of the subscription, the Company may retain Client Data unless deletion is requested by the Client, required by law, or separately agreed in writing. Clients may request export or deletion of Client Data by contacting the Company. The Service is not designed to automatically delete Client Data thirty (30) days after cancellation unless that retention schedule is expressly stated in a separate written agreement.
The Client agrees not to:
The Service, including all software, algorithms, designs, user interfaces, documentation, and associated intellectual property, is and remains the exclusive property of Saha Sales Inc. and is protected by copyright, trade secret, and other applicable laws. These Terms do not grant the Client any right, title, or interest in the Service or the Company's intellectual property except the limited right to use the Service as described herein.
The Client may not copy, reproduce, modify, distribute, or create derivative works from any part of the Service.
Actual light levels, fixture counts, and energy performance may differ materially from Service outputs due to real-world variables including but not limited to: actual room geometry, surface reflectances, fixture aiming, obstructions, lamp depreciation, maintenance factors, and field conditions.
The Company expressly disclaims any liability for decisions made in reliance on the Service's calculations. The Client is solely responsible for engaging qualified lighting engineers or professionals to verify any design before construction or procurement.
Each party agrees to keep confidential any non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure ("Confidential Information"). Each party agrees to use Confidential Information only to fulfill its obligations under these Terms and to protect it with at least the same degree of care it uses to protect its own confidential information, but no less than reasonable care. This obligation survives termination of these Terms for three (3) years.
THE COMPANY WARRANTS THAT THE SERVICE WILL PERFORM MATERIALLY AS DESCRIBED IN ITS DOCUMENTATION UNDER NORMAL USE CONDITIONS. THIS WARRANTY DOES NOT APPLY TO (A) ISSUES CAUSED BY CLIENT'S MISUSE, (B) ISSUES ARISING FROM THIRD-PARTY SERVICES, OR (C) BETA OR TRIAL FEATURES.
EXCEPT AS EXPRESSLY SET FORTH ABOVE, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF CALCULATIONS, OR NON-INFRINGEMENT. THE COMPANY DOES NOT WARRANT THAT THE SERVICE WILL BE ERROR-FREE, UNINTERRUPTED, OR FREE OF HARMFUL COMPONENTS.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, BUSINESS, OR GOODWILL, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THE COMPANY'S TOTAL CUMULATIVE LIABILITY TO THE CLIENT ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE, REGARDLESS OF THE FORM OF ACTION, SHALL NOT EXCEED THE TOTAL FEES PAID BY THE CLIENT TO THE COMPANY IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM.
The Client agrees to defend, indemnify, and hold harmless the Company and its officers, directors, employees, and agents from and against any claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) Client Data; (b) the Client's use of the Service in violation of these Terms; (c) the Client's breach of any representation or warranty herein; or (d) the Client's end users' use of the public-facing tools.
12.1 By Client. The Client may cancel its subscription through the billing portal or by contacting the Company. Unless otherwise required by law or agreed in writing, cancellation takes effect at the end of the current paid billing period and no refund will be issued for the remaining period.
12.2 By Company for Cause. The Company may terminate or suspend the Client's access immediately upon written notice if: (a) the Client materially breaches these Terms and fails to cure such breach within ten (10) days of notice; (b) payment is not recovered after any applicable grace period; (c) the Client becomes insolvent or files for bankruptcy; or (d) the Client uses the Service in a manner that poses a security or legal risk to the Company or other clients.
12.3 Effect of Termination. Upon termination or account pause, the Client's right to access the Service may cease or be limited. Sections 4.4, 6, 7, 8, 9, 10, 11, and 13 survive termination.
Governing Law. These Terms are governed by the laws of the State of California, United States, without regard to conflict-of-law principles. Any dispute arising hereunder shall be resolved in the state or federal courts located in San Bernardino County, California, and the parties consent to the exclusive jurisdiction of such courts.
Entire Agreement. These Terms, together with any Order Form signed by both parties, constitute the entire agreement between the parties with respect to the Service and supersede all prior or contemporaneous communications and proposals.
Amendments. The Company reserves the right to update these Terms. Material changes will be communicated to active Clients with at least thirty (30) days notice. Continued use of the Service after the effective date of changes constitutes acceptance.
Severability. If any provision of these Terms is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force.
Waiver. Failure to enforce any provision of these Terms shall not constitute a waiver of future enforcement of that provision.
Assignment. The Client may not assign these Terms or its rights or obligations hereunder without the Company's prior written consent. The Company may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets.
Force Majeure. Neither party is liable for delays or failures in performance resulting from causes beyond its reasonable control, including natural disasters, acts of government, power failures, internet outages, or labor disputes.
Contact: For questions regarding these Terms, contact Saha Sales Inc. (d/b/a Saha Lighting Solutions) at edmond@sahalighting.com or at the address provided in your subscription agreement.
Enterprise customers requiring a Data Processing Agreement for GDPR compliance may download our DPA template here. A Master Service Agreement template and Mutual NDA template are also available for enterprise engagements.