TERMS OF SERVICE

1. ACCEPTANCE OF TERMS

These Terms of Service are between you and Upbeat Strategy LLC, a limited liability company organized in the State of Wyoming, USA (Wyoming Secretary of State ID 2026-002087415), doing business as Upbeat Strategy ("we", "us", "our").

By engaging Upbeat Strategy for any service — whether through our website, email, Fiverr, Upwork, or any other channel — you agree to be bound by these Terms of Service.

If you do not agree with any part of these terms, please do not engage our services. These terms apply to all clients, regardless of location or engagement channel.

2. OUR SERVICES

Upbeat Strategy provides custom AI automation consulting and development services, including but not limited to:

• Custom n8n workflow automation
• AI Agent development and integration
• Lead capture website development
• Email automation setup and configuration
• CRM and database integrations
• Business process automation consulting

All services are custom-built to client requirements. We do not sell pre-built templates or off-the-shelf software.

3. PROJECT ENGAGEMENT

Scope of Work

Every project begins with a clearly defined scope of work agreed upon by both parties before work commences. This includes deliverables, timelines, and pricing. Work outside the agreed scope will be quoted separately.

Client Responsibilities

The client is responsible for:

• Providing accurate and complete project requirements
• Providing timely access to necessary tools, accounts, and credentials
• Providing feedback within 5 business days of delivery
• Ensuring they have the legal right to use any content or data provided to us

Timelines

Project timelines are estimates based on the agreed scope. Delays caused by late client feedback, missing access, or scope changes may extend delivery timelines. We will communicate any delays promptly.

Third-Party Tools

Many of our workflows integrate with third-party platforms (n8n, OpenAI, Google, HubSpot, etc.). We are not responsible for outages, pricing changes, or policy changes made by these third-party providers.

4. PAYMENT TERMS

Pricing

All prices are quoted in USD unless otherwise agreed. Prices are per project or per agreed package and do not include third-party tool subscriptions unless explicitly stated.

Payment Schedule

Late Payment

Work will pause on projects with outstanding invoices beyond 14 days. We reserve the right to withhold delivery of final files until payment is received in full.

Refunds

Due to the custom nature of our work, we do not offer refunds on completed or partially completed projects. If you are unsatisfied with a deliverable, please contact us — we will work to resolve the issue through revisions before considering any other resolution.

5. INTELLECTUAL PROPERTY

Client Ownership

Upon receipt of full payment, the client owns all deliverables produced for their project — including workflows, code, documentation, and any other custom materials created specifically for them.

Our Rights

Upbeat Strategy retains the right to:

• Use general methodologies, techniques, and knowledge gained during projects
• Reference the project in our portfolio (without disclosing confidential information) unless the client requests otherwise in writing
• Retain copies of work for internal records and support purposes

Third-Party Components

Some deliverables may incorporate open-source components or third-party libraries. These remain subject to their respective licences. We will inform you of any such components during the project.

6. REVISIONS & SUPPORT

Revisions

The number of revisions included is specified in the project scope or package. Revisions must be requested within 7 days of delivery. A revision is a modification within the original scope — not a new feature or requirement.

Post-Delivery Support

All projects include a post-delivery support period as specified in the project scope (typically 7–30 days). During this period we will fix any bugs or issues caused by our work at no additional charge.

Support beyond the included period, or for issues caused by third-party changes, client modifications, or new requirements, will be charged at our standard hourly rate.

7. LIMITATION OF LIABILITY

Upbeat Strategy provides services on a best-effort basis. We are not liable for:

• Loss of revenue, data, or business opportunities resulting from our work or any delays
• Failures caused by third-party platforms, APIs, or services
• Issues arising from client modifications to delivered work
• Any indirect, incidental, or consequential damages

Our total liability in any matter is limited to the amount paid by the client for the specific project in question.

8. CONFIDENTIALITY

We treat all client information, credentials, business data, and project details as strictly confidential. We will not share, sell, or disclose any client information to third parties without explicit written consent.

Clients are similarly expected to keep any proprietary methodologies, pricing, or internal processes of Upbeat Strategy confidential.

9. TERMINATION

Either party may terminate an engagement with 7 days written notice. In the event of termination:

• The client pays for all work completed up to the termination date
• We deliver all completed work and materials to the client
• Any upfront payments for uncompleted work will be refunded on a pro-rata basis

We reserve the right to terminate immediately and without refund in cases of abusive behaviour, fraudulent activity, or violation of these terms.

10. GOVERNING LAW

These terms are governed by the laws of the State of Wyoming, USA, without regard to its conflict of law rules. Any disputes will first be attempted to be resolved through good faith negotiation. If unresolved, disputes will be subject to the jurisdiction of the state and federal courts located in Wyoming, USA.

For clients in other jurisdictions, we are happy to agree on alternative dispute resolution mechanisms — please contact us before engaging our services if this is a concern.

11. CHANGES TO TERMS

We may update these Terms of Service from time to time. The "Last updated" date at the top of this page will reflect any changes. Continued engagement with our services after changes are posted constitutes acceptance of the updated terms.

We will notify active clients of any material changes by email.

12. CONTACT US

For any questions about these Terms of Service, please contact: