Clear agreements for reliable AI services.

1. Definitions and B2B applicability

Autopilots means Autopilots AI Agency LLC, located at 131 Continental Dr, Suite 305, Newark, Delaware 19713, United States. The Client is exclusively a natural person or legal entity acting in the exercise of a profession or business. These conditions are not intended for consumers.

Services include AI staff, voice agents, software, configuration, implementation, integrations, maintenance and support. An Order Form, Stripe order, proposal or Statement of Work ('Order') records, among other things, product, scope, price, duration and any special agreements.

2. Agreement, acceptance and ranking

The agreement is created by signing, electronic acceptance in Stripe or another payment environment, or by Autopilots starting execution upon request. Before payment, the Client confirms that these conditions have been made available via a direct link and can be stored digitally.

In the event of any conflict, the following applies: (1) the processing agreement for privacy topics, (2) the Order, (3) an expressly agreed SLA, (4) these conditions and (5) other documentation. Purchase conditions of the Client are rejected. Verbal agreements only change the agreement after written confirmation by both parties.

3. Scope, onboarding and minimum commitment

Autopilots will only provide the functionality, channels, integrations and support included in the Order. Additional work, changed wishes, additional data sources, exceptions and new integrations can have consequences for price and planning and will only be implemented after approval.

The Order may include a minimum spend, minimum term or non-refundable implementation fee to recover reserved capacity, onboarding and implementation. These amounts remain due if the Customer terminates early or uses the Services insufficiently, except where mandatory law provides otherwise.

Planning begins as soon as payment, required information, access, test dates, contact persons and - where necessary - a processing agreement are available. Delay by the Client or third parties shifts deadlines. Autopilots may demonstrably charge extra work and standby costs.

4. AI services, forecasts and human oversight

AI output is probabilistic and can be incorrect, incomplete or unexpected. Autopilots does not guarantee error-free output, uninterrupted availability, turnover results, cost savings or suitability for a purpose not expressly agreed upon.

Quotations, demos, business cases, calculators, forecasts, examples and statements about revenue, conversion, savings or return are indicative and do not constitute a guarantee or obligation to achieve a result. Actual results depend on factors including the Customer's offer, market, data, follow-up, systems and execution.

The Client remains responsible for decisions, communications and business processes based on AI output and sets up appropriate human control, escalation and fallback. The Services may not be used for emergency calls, independent legal or medical advice, prohibited AI applications or other high-risk applications without prior written agreement.

5. Obligations of the Client

The Client provides correct information, authorities and access in a timely manner, secures its own accounts and checks scripts, prompts, data sources and results. The Client guarantees that the content and instructions provided are lawful and do not violate the rights of third parties.

The Client is responsible for applicable privacy, marketing, telecom, consumer and sector-specific rules, including valid opt-ins, opt-outs, do-not-call registrations, sender registrations, AI disclosure and notifications about call recordings. Deception, discrimination, fraud, spoofing, spam and circumventing security or provider policies are prohibited.

6. Third Party Services

The Services may rely on model providers, telecom providers, hosting, CRM, calendar, messaging and payment providers. Their terms, limits, price changes, outages and policy changes may affect the Services.

Autopilots is not liable for a shortcoming caused solely by a third party service and will make reasonable efforts to limit the consequences. Autopilots may replace a third party service when this is necessary for safety, continuity, compliance or efficient execution, provided that the core of the agreed Service is not materially reduced.

7. Prices, fair use and payment

All amounts are exclusive of VAT and levies, unless stated otherwise. Setup, subscription and prepaid amounts are non-refundable, except to the extent mandatory law provides otherwise. Variable usage and third party costs will be charged in accordance with the Order or the applicable rates.

Subscriptions are subject to reasonable fair-use limits for minutes, calls, messages, API calls, model tokens, storage, integration traffic and support. The Order or Service Catalogue may specify limits and overage rates. In the event of exceptional, improper or costly use, Autopilots may, after notice, charge additional fees, limit capacity, change the plan or require advance payment.

Autopilots may index subscription prices annually based on the Dutch consumer price index, capped at five percent per calendar year. Demonstrable price increases, new levies or currency costs from necessary telecom, AI, cloud, messaging and other providers may additionally be passed through proportionally from their effective date.

In the event of rapidly increasing usage, payment risk or exceeded limits, Autopilots may require deposits, automatic top-ups, usage limits, a payment mandate or other reasonable security.

Invoices are payable within the stated term. In the event of late payment, Autopilots may charge statutory commercial interest, reasonable collection costs and reactivation costs and may suspend Services, integrations, traffic or access after a written warning. Subscription costs remain payable during a suspension attributable to the Client. The Client may not settle invoices and must report a dispute with reasons within seven days; the undisputed part remains payable.

8. Term, cancellation, accounts and exit

The term and extension are stated in the Order. A monthly subscription can be canceled via the available Stripe customer environment with a notice period of one month. A fixed term agreement can be canceled via Stripe or in writing at the end of the current term; cancellation must be received no later than thirty days before renewal.

Standard data export expressly included in the Order remains available during the agreed export period. Migration, transfer, custom exports, documentation, training and other exit assistance are outside the subscription and are performed at then-current rates after payment of outstanding amounts.

Phone numbers, WhatsApp Business accounts, domains, email accounts, provider accounts and other external resources remain the property of the party in whose name they are demonstrably registered. Resources supplied from Autopilots' own inventory, contract or provider account remain with Autopilots unless the Order expressly provides for transfer. Transfer depends on technical/provider possibilities, full payment and reimbursement of migration costs.

A cancellation terminates future renewals and does not entitle you to a refund of any amounts already paid or due. The Client remains responsible for exporting and securing data before the end of the available export period.

9. Intellectual Property and Customer Data

All rights to Autopilots software, prompts, playbooks, templates, configurations, integration methods, documentation, and existing or generically developed components remain with Autopilots. The Client receives a limited, non-exclusive, non-transferable right of use for its own organization for the duration of the contract.

The Customer may not copy, reconstruct, reverse engineer, exploit outside the Services, provide to third parties or use Autopilots components to build a similar solution itself or through a competitor, except where mandatory law expressly permits this. This restriction does not apply to Customer Data or demonstrably pre-existing Customer materials.

Customer data and content provided by the Client remain the Client's. The Client grants Autopilots the rights necessary to provide the Services. Autopilots does not use Customer Data to train generally available models, unless this has been separately and expressly agreed. Anonymized, non-identifiable statistics may be used for security, improvement and reporting.

10. Privacy, Security and Recordings

When Autopilots acts as a processor, the parties enter into a processing agreement before processing production data. Security, sub-processors, transfer, incidents, retention periods and deletion are further regulated therein. Autopilots takes appropriate measures, but does not guarantee absolute security.

A meeting or conversation will only be recorded after this has been made known to participants and insofar as a valid legal basis exists. Recordings are not automatically considered conclusive evidence. The Client shall provide reasonable cooperation in privacy and security investigations related to its use.

11. Confidentiality, references and non-solicitation

Parties keep confidential information secret and use it only for the agreement. This obligation applies five years after termination and for trade secrets as long as they qualify as trade secrets.

Autopilots may use the Client's name and logo as a business reference, unless the Client excludes this in writing. Case studies, testimonials and non-public results will only be published after prior approval. A retraction works for future material; a reasonable completion period applies to existing material.

During the agreement and for twelve months thereafter, the Customer shall not actively solicit employees or regular contractors of Autopilots who were materially involved in the Services to work outside Autopilots. General, non-targeted vacancies and demonstrably pre-existing contacts are excluded. A breach triggers reasonable compensation equal to six months of the last known gross remuneration or contractor fees, without prejudice to Autopilots' right to claim higher proven loss, to the extent permitted by law.

12. Warranties, SLA, liability and claim period

Autopilots provides the Services as a best efforts obligation with reasonable professional competence and care. To the extent permitted by law, Autopilots is only liable for demonstrable direct damage that results directly from an attributable shortcoming. Liability for indirect damage, loss of profit or turnover, missed savings, damage to reputation, business stagnation and loss or damage to data is excluded.

Where a separate SLA expressly awards service credits for failure to meet a service level, those credits are the sole and exclusive remedy for that SLA deviation. Credits are not redeemable for cash, expire if not requested within thirty days and may not exceed the monthly fee for the affected Service in any month, unless the SLA provides otherwise.

Autopilots' total liability per calendar year is limited to the amount that the Client has paid for the Service in question in the six months before the damaging event, with an absolute maximum of EUR 25,000. These limitations do not apply to the extent that limitations are prohibited by law or in the event of intent or deliberate recklessness on the part of Autopilots management. The Client reports a possible claim within thirty days of discovery and enables Autopilots to limit the damage. Every claim expires twelve months after the Client discovered it or reasonably should have discovered it, to the extent permitted by law.

13. Indemnification

The Client indemnifies Autopilots against claims, fines and reasonable costs from third parties arising from unlawful use, customer content, customer instructions, missing permissions, telecom or marketing violations, unapproved use cases or links and changes outside Autopilots.

The indemnification does not apply to the extent that a claim is directly caused by intent or deliberate recklessness on the part of Autopilots' management. Autopilots informs the Client in a timely manner and gives him reasonable influence over the defence, without the Client being allowed to acknowledge an obligation for Autopilots without permission.

14. Suspension, termination and force majeure

Autopilots may immediately limit or suspend the Services in the event of a safety risk, suspected unlawful use, provider or carrier risk, threatened damage, sanction risk or payment arrears. In the event of a repairable material shortcoming, the negligent party will in principle be given thirty days to remedy the breach. Payment arrears of fourteen days, bankruptcy, abuse or an irreparable risk may justify immediate termination.

No party shall be liable for any failure to perform due to any event beyond its reasonable control, including internet, power, carrier, cloud or model provider outages, cyber attacks, government actions and natural disasters. If force majeure lasts longer than sixty days, either party may terminate the affected part without compensation; Performance already delivered and costs incurred remain due.

15. Amendments and final provisions

Autopilots may change these terms due to legislation, safety, provider requirements or service improvements. Non-material changes can take effect immediately. Material changes will be notified at least thirty days in advance and will apply for a current fixed term only when legally necessary, expressly accepted or from the next renewal. In the event of a materially adverse change, the Client may cancel before the effective date.

Dutch law applies. Disputes will be submitted exclusively to the competent judge of the Amsterdam District Court, insofar as a choice of forum is legally permitted. Electronic messages to the addresses in the Order will constitute written notice. Invalidity of one provision does not affect the rest. The Dutch text prevails over translations.