1. Scope of Services

The Service Provider will provide AI automation services designed to increase the Client’s topline revenue, including but not limited to:

• Lead generation (cold and warm)
  
• Chatbots and automated messaging
  
• CRM automation and integration
  
• AI callers and appointment setting
  
• Any other services agreed upon in a separate proposal
  

Specific project scope, deliverables, and timelines are defined in the relevant proposal(s) executed under this Agreement.

2. Payment Terms

• All projects require an upfront payment as specified in the proposal. Upfront payments are non-refundable.
  
• Final payment is due upon delivery or handover of the system(s).
  
• Payments are made via the method specified in the proposal.
  

3. Cancellation Policy

• If the Client cancels the project before work begins, only non-refundable upfront payments are retained.
  
• If the Client cancels after work has commenced, all payments made are retained by the Service Provider.
  
• Any work completed up to the cancellation date remains the property of the Service Provider until full payment is received.
  

4. Intellectual Property (IP) Ownership

• Upon receipt of full payment, all systems, workflows, scripts, AI models, and related deliverables created under the proposal become the exclusive property of the Client.
  
• The Service Provider retains the right to use generic know-how, methodologies, or templates developed prior to or outside the scope of the project.
  

5. Liability Limitations

• The Service Provider’s liability under this Agreement shall be limited to the total amount paid by the Client for the relevant project.
  
• The Service Provider is not responsible for indirect, incidental, or consequential damages, including but not limited to lost revenue or lost data.
  
• Performance of AI systems is subject to variables outside the Service Provider’s control (market conditions, client data quality, integration with third-party systems).
  

6. Dispute Resolution & Governing Law

• Any disputes arising under this Agreement shall first be attempted to resolve through good-faith negotiation between the parties.
  
• If unresolved, disputes shall be resolved via binding arbitration under the laws of South Africa.
  
• This Agreement shall be governed by and construed in accordance with the laws of South Africa.
  

7. Acceptance

By making payment, the Client acknowledges:

• They have read and agree to this MSA
  
• They understand the payment, IP, and liability terms
  
• This MSA applies to all proposals and services provided by the Service Provider