Legal DocumentRef: TOS-2023-V4

Engagement Standards

Terms of Service for AI & CRM Architecture Consulting

Last UpdatedOctober 24, 2023
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Introduction

These Engagement Standards govern the relationship between AI & CRM Consulting ("Consultant", "we", "us") and the Client ("you").

These terms constitute a legally binding agreement. Please read them carefully. If you do not agree with any part of these terms, you must not proceed with the engagement of our services.

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Key Takeaway

This document sets the rules for our professional relationship. It replaces any prior verbal agreements unless specified in a signed Statement of Work (SOW).

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Scope of Services

The specific services to be provided will be detailed in a separate Statement of Work (SOW) or Project Proposal signed by both parties.

  • AI-Readiness Assessments: Auditing data infrastructure, governance policies, and technical stack.
  • CRM Architecture: Designing schema, data flows, and integration patterns for Customer Relationship Management systems.

Any services outside the scope defined in the SOW will be considered "Additional Services" and will be billed at our standard hourly rates unless a separate fixed-fee agreement is reached.

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Payment Terms

3.1 Retainers and Deposits

For all fixed-price projects exceeding $10,000, a non-refundable deposit of 30% is required before work commences.

3.2 Invoicing Schedule

Invoices are sent via email and are due Net-15 from the invoice date. Late payments will incur a fee of 1.5% per month or the maximum allowable by law.

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Intellectual Property

Upon full payment, the Client owns all Custom Deliverables created specifically for the Client under the SOW.

check_circleClient Ownership

  • • Custom CRM Schema Designs
  • • Specific Data Migration Scripts
  • • Client-specific Strategy Documents

verifiedConsultant Rights

  • • Pre-existing Frameworks
  • • General Purpose AI Models
  • • Standard Operating Procedures

The Consultant retains ownership of its pre-existing "Background IP." The Client is granted a perpetual, non-exclusive license to use such Background IP solely for internal business operations.

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Confidentiality

"Confidential Information" refers to any non-public technical, business, or financial information disclosed by one party to the other.

  1. Use Confidential Information only for the purpose of performing obligations under this agreement.
  2. Restrict access to Confidential Information to employees or contractors who need to know such information.
  3. Protect Confidential Information with at least the same degree of care as they use to protect their own sensitive data.
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Data Privacy

Given the nature of CRM and AI consulting, we may have incidental access to Personally Identifiable Information (PII) contained within your systems.

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Data Handling

We do not store, process, or sell your customer data on our own servers. Our role is strictly advisory and architectural.

You warrant that you have obtained all necessary consents for any data you provide to us for analysis.

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Limitation of Liability

To the maximum extent permitted by law, the Consultant shall not be liable for any indirect, incidental, special, consequential, or punitive damages.

In no event shall the Consultant's aggregate liability for all claims related to the services exceed the total amount of fees paid by the Client to the Consultant in the twelve (12) months immediately preceding the event giving rise to the claim.

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Termination

Either party may terminate the engagement for convenience with 30 days' written notice.

Immediate termination is permitted for material breach of these terms if the breach is not cured within 10 days of notice.

Have questions about these terms?

Contact our Legal Team