Terms & Conditions

1. Scope of Engagement

By engaging Make Accuracy Agency Infrastructure Systems, you agree to these Terms. Our service is the design, deployment, and maintenance of custom automation infrastructure, including but not limited to n8n workflow orchestration, AI voice agents, and CRM integration layers.

These Terms apply together with your Statement of Work. Where the two conflict, the signed Statement of Work governs for that engagement. Using this website — browsing, booking a call, or submitting an enquiry — also constitutes acceptance of the sections that can apply without an engagement.

2. Definitions

• Deliverables — the workflows, agents, integrations, configuration, and documentation produced for you under a Statement of Work.
• Statement of Work (SOW) — the written scope, timeline, fees, and acceptance criteria for a specific engagement.
• Client Systems — the accounts, platforms, databases, and tools you own or control that we are given access to.
• Client Data — data originating from you or your customers that passes through Client Systems or the Deliverables.
• Pre-Existing IP — tooling, libraries, templates, and methodology owned by Make Accuracy before or independently of your engagement.
• Third-Party Services — external platforms and APIs the Deliverables depend on, contracted by you directly or billed through us as agreed.

3. Statements of Work & Change Control

Each engagement begins with a written SOW specifying scope, deliverables, milestones, fees, and acceptance criteria. Work starts once the SOW is accepted in writing and any deposit is received.

• Changes in scope are handled through a written change order recording the revised scope, cost, and timeline impact. We do not absorb material scope growth silently, and we do not bill for it without your written approval.
• Acceptance. Deliverables are deemed accepted when they meet the SOW acceptance criteria, or after ten business days from delivery if you have not raised a written defect.
• Defects. A defect is a failure to meet the stated acceptance criteria. We correct defects at no charge. Requests that go beyond those criteria are a change of scope.
• Dependencies. Timelines assume access, approvals, and information arrive when scheduled. Delays outside our control move the timeline, not the fee.

4. 30-Day SLA & Work Guarantee

We commit to a 30-day deployment window for standard Growth-tier infrastructure builds, measured from the date of kickoff and receipt of all required system credentials. If we fail to deploy a functional system within this window due solely to our own delay, you are entitled to a pro-rated refund of the deployment fee.

The window is paused, and the guarantee does not apply, where delay is caused by:

• Delayed provision of credentials, access, content, or approvals by you.
• Scope changes requested after kickoff, until a change order is agreed.
• Outages, deprecations, rate limits, or policy changes at Third-Party Services.
• Force majeure — events outside the reasonable control of either party.

Post-deployment support levels, response targets, and maintenance windows are set out in your SOW or support plan. Unless stated there, support is provided on a best-effort basis during business hours.

5. Client Responsibilities

Delivery depends on your side of the engagement. You agree to:

• Provide timely, accurate access to Client Systems, and a named decision-maker empowered to approve scope and sign off deliverables.
• Ensure you have the right to grant that access and to have us process the Client Data involved, including any consents or notices your customers require.
• Maintain your own accounts in good standing — active subscriptions, sufficient API quota, and valid billing on Third-Party Services the Deliverables depend on.
• Review and test deliverables during the acceptance window, and report suspected defects in writing with reproduction detail.
• Comply with the terms of every Third-Party Service used in your build, including their messaging, consent, and acceptable-use rules.

6. Security Obligations & Credential Handling

Security is a shared obligation. Our practices are described in full in our Privacy Policy; the contractual commitments are here.

We will never ask for your personal account password, for a multi-factor code outside a live session you scheduled, or for payment card or banking credentials. Treat any such request as fraudulent and report it to security@makeaccuracy.agency.

7. Code Ownership & Intellectual Property

Upon final payment, all custom code, workflow logic, and system documentation developed specifically for your business becomes your exclusive intellectual property. Make Accuracy retains rights only to its Pre-Existing IP — proprietary internal frameworks, libraries, accelerators, and methodology used to accelerate delivery.

• Licence to Pre-Existing IP. Where a deliverable incorporates our Pre-Existing IP, you receive a perpetual, worldwide, royalty-free licence to use, modify, and host it as part of that deliverable. You may not resell or redistribute it as a standalone product.
• Before final payment the Deliverables are licensed to you for evaluation only; ownership transfers on settlement of all outstanding invoices.
• Client materials. You retain all rights in content, data, trademarks, and systems you supply, and grant us a limited licence to use them solely to perform the engagement.
• Open source. Third-party open-source components remain under their own licences, which are identified in the delivery documentation.
• Publicity. We will not name you, publish engagement metrics, or use your logo without your prior written consent.

8. Third-Party Services & API Costs

Deliverables typically depend on Third-Party Services — hosting, workflow platforms, AI model providers, telephony, messaging, and your CRM. Unless your SOW says otherwise:

• Subscription, usage, and API consumption fees for those services are billed to you directly and are not included in our fees.
• Usage-based costs vary with your volume. Estimates given during scoping are indicative, not a cap or a guarantee.
• We are not responsible for outages, deprecations, price changes, rate limits, or account suspensions imposed by those providers.
• Where a provider makes a breaking change, remediation is handled under your support plan or as a change order.

9. Confidentiality

Each party will keep the other's non-public information confidential, use it only to perform the engagement, and protect it with at least reasonable care. This obligation survives termination indefinitely for trade secrets and for five years for other confidential information.

It does not apply to information that is public through no fault of the receiving party, was already lawfully known, is independently developed, or must be disclosed by law — in which case the disclosing party is notified where legally permitted.

10. Payment Terms & Invoicing

Deployment fees are invoiced 50% upfront to secure the engineering slot, with the remaining 50% due upon system handover. Retainer and maintenance fees are billed monthly in advance.

• Payment window. Invoices are due within 14 days of issue unless your SOW states otherwise.
• Late payment. Overdue amounts may accrue interest at the lower of 1.5% per month or the maximum permitted by law, and we may suspend work and hosted services on seven days' written notice.
• Taxes. Fees are exclusive of VAT, GST, sales tax, and withholding, which are your responsibility.
• Refunds. Deposits are non-refundable once engineering work has begun, except under the SLA guarantee in section 4.
• Price changes. Recurring fees may be adjusted with 30 days' written notice, effective from your next billing cycle.

11. Warranties & Disclaimers

We warrant that services are performed with reasonable skill and care by qualified personnel, and that Deliverables will materially conform to the SOW acceptance criteria for 30 days after acceptance. Our sole obligation for a breach of this warranty is to correct the non-conformity, or to refund the fee for the affected deliverable if we cannot.

Beyond that, services and deliverables are provided "as is". We do not warrant uninterrupted or error-free operation, nor any specific business outcome — revenue, bookings, conversion rate, or cost saving. AI components are probabilistic: outputs can be inaccurate or unexpected, and you are responsible for the human review and approval steps appropriate to your risk. We do not provide legal, tax, financial, or regulatory-compliance advice, and you remain responsible for the lawfulness of the processes you automate.

12. Limitation of Liability

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential, or punitive damages, nor for lost profits, lost revenue, lost business, or loss of data, even if advised of the possibility.

Each party's total aggregate liability arising out of or relating to the engagement is limited to the total fees paid by you to Make Accuracy in the twelve months preceding the event giving rise to the claim.

These limits do not apply to fraud, wilful misconduct, breach of confidentiality, your payment obligations, or any liability that cannot be limited under applicable law.

13. Indemnification

You will indemnify Make Accuracy against third-party claims arising from Client Data, from your use of the Deliverables in breach of these Terms or applicable law, and from your breach of a Third-Party Service's terms.

We will indemnify you against third-party claims that our Deliverables, as delivered and used as intended, infringe that party's intellectual property rights, excluding claims arising from your modifications, from your materials, or from combination with systems we did not supply.

In each case the indemnified party must give prompt written notice, allow the indemnifying party to control the defence, and provide reasonable cooperation.

14. Term, Suspension & Termination

• Term. Project engagements run until the Deliverables are accepted. Retainers renew monthly until cancelled.
• Termination for convenience. Either party may end a retainer with 30 days' written notice. Fees for work performed up to the termination date remain payable.
• Termination for cause. Either party may terminate immediately on a material breach that is not cured within 15 days of written notice.
• Suspension. We may suspend services for non-payment, for a security risk created by your systems, or for a breach of section 15.
• On termination we revoke access, hand over deliverables you have paid for, and delete or return Client Data within 30 days. Transition assistance beyond handover is billable at our standard rates.
• Survival. Sections 7, 9, 11, 12, 13, and 17 survive termination.

15. Acceptable Use

You agree not to use our services or the Deliverables to:

• Send unsolicited bulk messaging, or contact people without the consent their jurisdiction requires.
• Impersonate a person or organisation, or misrepresent an AI agent as a human where disclosure is required.
• Process data you have no lawful right to process, or scrape systems in breach of their terms.
• Break the law, infringe intellectual property, or facilitate fraud or harassment.
• Attack, probe, or attempt to gain unauthorised access to our infrastructure or another party's systems.

We may suspend or terminate immediately for a breach of this section, and will cooperate with lawful requests from authorities where required.

16. Subcontractors & Non-Solicitation

We may use vetted subcontractors and sub-processors to deliver an engagement and remain fully responsible for their work and for their compliance with these Terms. Categories of sub-processor are listed in our Privacy Policy, and a named list is available on request.

During the engagement and for twelve months afterwards, neither party will directly solicit for employment the other's personnel who were materially involved in the engagement, excluding responses to general public job advertisements.

17. Governing Law & Dispute Resolution

These Terms are governed by the laws of the jurisdiction stated in your Statement of Work, without regard to conflict-of-law rules. Where no jurisdiction is stated, the governing law is that of the place of business of Make Accuracy.

Before starting formal proceedings, the parties will attempt in good faith to resolve any dispute through escalation to senior representatives for 30 days. Either party may seek injunctive relief at any time to protect confidential information or intellectual property. Claims are brought individually, not as part of a class or representative action, to the extent permitted by law.

If any provision is held unenforceable, the remainder stays in force. These Terms together with your SOW and any DPA form the entire agreement between the parties on this subject matter. Neither party may assign the agreement without the other's written consent, except to a successor in a merger or sale of substantially all assets.

18. Changes to These Terms & Contact

We may update these Terms as our services evolve. The version number and last-updated date above always reflect the current revision. Material changes affecting active engagements take effect 30 days after we notify you by email; continuing to use the services after that date constitutes acceptance. Changes never apply retroactively to a signed SOW without your written agreement.

Contract and billing questions: hello@makeaccuracy.agency. Security matters: security@makeaccuracy.agency.

Related: see our Privacy Policy for how we collect, protect, and retain data.