Terms and Conditions

1. Definitions

• "AI Employee" means any artificial intelligence agent, bot, or automated system developed, configured, or deployed by STA on behalf of the Client, including but not limited to voice agents, conversation agents, chat agents, email agents, and operations agents.
• "Client Data" means all data, content, materials, information, documents, and files provided by the Client or generated within the Client's environment in connection with the Services.
• "Client Environment" means the Client's own platforms, systems, accounts, infrastructure, and third-party services within which AI Employees operate and Client Data resides.
• "Deliverables" means any custom configurations, workflows, prompts, scripts, integrations, knowledge base setups, or other work product created by STA specifically for the Client as part of the Services.
• "Intellectual Property" or "IP" means all patents, copyrights, trademarks, trade secrets, know-how, methodologies, algorithms, frameworks, tools, and any other proprietary rights.
• "STA Proprietary Technology" means STA's pre-existing and independently developed methodologies, algorithms, frameworks, tools, templates, general know-how, and any improvements thereto.

2. Services Description

2.1 Scope of Services

STA provides AI and automation consulting, development, deployment, support, and maintenance services, including voice agents, conversational AI, email automation, operations automation, and CRM integrations.

2.2 Deployment Timeline

AI Employees are typically deployed within 24-48 hours after STA receives all required access credentials and configuration information. Actual timelines may vary based on project complexity.

2.3 Service Updates

STA may update, improve, or modify the Services from time to time. We will provide reasonable advance notice of updates that materially affect the Client's use of the Services.

3. Client Responsibilities

To ensure proper operation, the Client agrees to:

• Provide accurate business information (policies, pricing, workflows).
• Grant timely platform access (CRM, phone systems, email services).
• Review and approve workflows and scripts when requested.
• Maintain human oversight over all AI Employee operations.

4. Intellectual Property Rights

4.1 Client Ownership: The Client retains all ownership rights in Client Data and Custom Deliverables created specifically for them (upon full payment).

4.2 STA Technology: STA retains all ownership of STA Proprietary Technology. Clients are granted a non-exclusive license for the duration of the engagement.

4.4 No Copyright Warranty: STA does not warrant that AI-generated outputs are eligible for copyright protection under current U.S. Copyright Office guidance.

5. Data Privacy and Security

5.1 Data Handling: AI Employees operate within the Client's own environment. STA does not independently store, copy, or retain Client Data on STA-owned servers.

5.3 CCPA/GDPR Compliance: STA acts as a service provider (CCPA) and data processor (GDPR). We maintain industry-standard security practices, including TLS 1.2+ encryption and multi-factor authentication.

5.5 Breach Notification: STA will notify the Client within 72 hours of confirming a data breach.

6. Payment Terms and Billing

• Payment via Credit Card, Debit Card, or ACH.
• Payments are due upfront at the beginning of each billing cycle.
• STA provides a 15-day grace period for failed charges.
• Price changes require at least 30 days' advance written notice.

7. Acceptable Use Policy

Prohibited uses include: Illegal activity, harassment, misinformation, distributing malware, Al safety bypass, and competitive benchmarking. Violations may result in suspension or termination without refund.

8. Warranties and Disclaimers

8.2 AS-IS Disclaimer: THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." STA EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

9. AI and Automation Disclaimers

• AI Accuracy: Outputs may contain errors. Client is responsible for human review.
• Not Advice: AI outputs do not constitute legal, financial, or medical advice.
• Probabilistic Nature: AI models may vary outputs across identical inputs.
• Unsupported Contexts: Not for autonomous medical diagnosis or safety-critical systems.

10. Limitation of Liability

10.1 Cap: STA's total liability shall not exceed the fees paid by the Client during the twelve (12) months preceding the claim. STA is not liable for indirect or consequential damages.

11. Indemnification

STA indemnifies the Client for third-party IP infringement claims (subject to exclusions). The Client indemnifies STA for breaches of agreement, violation of law, and claims arising from Client Data.

12. Dispute Resolution

12.1 Informal: Parties agree to attempt resolution for 60 days before formal proceedings.

12.2 Arbitration: Unresolved disputes will be handled via binding arbitration in Austin, Texas. Includes a Class Action Waiver and Jury Trial Waiver.

13. Termination and Refunds

14. Communications Consent

By providing your phone number, you consent to receive SMS messages for service updates and alerts. You may opt out by replying STOP. Transactional email consent is also included.

15. Confidentiality

Both parties agree to protect Confidential Information with at least reasonable care and use it only for the performance of this Agreement.

16. Governing Law

Governed by the laws of the State of Texas. Exclusive jurisdiction rests in the state and federal courts of Travis County, Texas.

17. Modifications

STA reserves the right to amend these Terms. Material changes will be communicated 30 days in advance via email. Continued use constitutes acceptance.

18. Miscellaneous Provisions

Includes standard clauses on Severability, Waiver, Assignment (STA may assign for mergers), Force Majeure, and Non-Solicitation (12-month period).