Contractual Terms.
Proposal for Flamingo · Multichannel Outbound System
01Purpose
LUNIFAI provides automation, integration, AI development and low-code/no-code services. The detail of the deliverables is set out in this proposal.
02Obligations
LUNIFAI undertakes to apply the means necessary to perform the engagement properly and to inform the Client promptly of any blocker. The Client provides the necessary materials, approves deliverables within the agreed times, and pays the amounts due on the agreed terms.
03Liability
LUNIFAI acts as an integrator of third party solutions (n8n, Airtable, and others). It is not responsible for bugs in or limitations of those tools. Its liability is limited to an obligation of means, save for gross negligence. Closing the sale is the Client's responsibility alone.
04Tools and third party costs
Four subscriptions are in the Client's name: Zapmail (dedicated sending domains and mailboxes), Instantly (email sending), HeyReach (LinkedIn channel) and n8n (orchestration and alerts), about 210 GBP per month in total, plus a one-off domain purchase at launch (about 70 GBP), all billed directly to the Client with no margin for LUNIFAI. Every other tool in the system (sourcing, enrichment, verification, AI personalisation) is covered by LUNIFAI for the duration of the engagement. Campaigns and services are suspended if an invoice remains unpaid beyond 30 days.
05Payment
The amount is 2,800 GBP excluding tax per month for three months, being 8,400 GBP excluding tax in total. The first monthly payment is due at signature and the following two at 30 and 60 days, on the schedule set out in this proposal; beyond the three months the engagement continues month to month at the same rate. Payment terms: 14 days from invoice. The first month covers building the system and the infrastructure, both of which remain the Client's regardless of the outcome of the engagement, refund included. Moving to the fully managed option, where LUNIFAI works every reply and books the meetings, is possible at any monthly renewal, at that option's rate, with nothing rebuilt.
06Guarantee
LUNIFAI guarantees a minimum of 15 qualified opportunities within 60 days of the full multichannel launch (email and LinkedIn running together). Because cold email domains need roughly three weeks of warm-up before sending at volume, the 60 days are measured from launch, not from signature. If that number is not reached by the end of that period, LUNIFAI keeps operating the system for a further 60 days with no monthly fee charged; the count is cumulative across both periods. If the number is still not reached at the end of that extension, all monthly payments made by the Client under the engagement are refunded in full. In every case the infrastructure built and the tools subscribed in the Client's name remain the Client's, and tool costs stay with the Client during the extension. The conditions below apply to both periods. Any delay or interruption attributable to the Client suspends the measurement period for its duration. The guarantee applies provided that:
- The ICP and offer architecture work is done in week 1.
- Copy and angles are approved within 48 hours. Copy sitting in an inbox is a campaign that isn't sending.
- LUNIFAI's copy is what goes to market. The Client may write their own version, which LUNIFAI will gladly A/B against its own.
- Interested replies are answered by the Client within one working day, including questions only the Client can answer.
- Sending accounts, domains and access are provided at onboarding, and campaigns are neither paused nor restricted.
07What voids the guarantee
Two things void it: refusing the work on angles and offer, and overruling LUNIFAI's copy. In either case LUNIFAI still builds and runs the whole system, but the 15 opportunity guarantee falls away, and with it the free extension and the refund.
08Definition of a qualified opportunity
An opportunity is qualified when all of the following are true:
- ICP match: the contact's company matches the ideal client profile defined together at onboarding (industry, company size and geography, United Kingdom and Europe).
- Decision authority: the contact is a decision maker or directly influences the buying decision (founder, director, head of marketing, head of communications, head of brand or content), or holds the role the Client normally sells to in a company of that type.
- Genuine interest: the contact has replied expressing explicit interest in discussing a podcast or content production project, pricing, the strategy workshops or a collaboration.
- One opportunity per company is counted. Contacts and companies the Client asks to exclude at onboarding (existing clients, live conversations) are never contacted and never count.
09Continuing beyond three months
At the end of the three month commitment the engagement continues month to month at the same rate, and either party may end it on 30 calendar days' written notice. No new quota is guaranteed on continuation months: the actual numbers from the period just ended are what decide.
10Termination
During the three month commitment: if the Client cancels without cause after signing, the services already performed are due together with a fixed indemnity of 30% of the amount remaining on the commitment period. From the fourth month, either party may end the engagement on 30 calendar days' written notice, with no penalty or indemnity.
11Ownership
Deliverables are licensed to the Client for exclusive use upon payment. Domains, mailboxes and tool accounts are subscribed in the Client's name and belong to the Client. LUNIFAI retains its methods, its tooling and its technical structures.
12Governing law
This agreement is governed by Swiss law. Exclusive jurisdiction: the courts of the Canton of Geneva.
Confidentiality Clause.
In the course of performing this contract, the Parties acknowledge that confidential information may be exchanged, in particular of a commercial, technical, financial, strategic, organizational nature or relating to know-how.
01Definition
Confidential information means all information, of any nature whatsoever, communicated in writing, orally, or by any other means, identified as confidential or whose confidential character reasonably flows from its nature or from the circumstances of its disclosure. This includes in particular: client data, internal documents, source code, software architectures, processes, mockups, databases, as well as any information relating to the activities, projects, or working methods of either Party.
02Obligation of the Parties
Each Party undertakes to: not disclose the confidential information to third parties without the prior written agreement of the other Party; use the confidential information solely for the purposes of performing this contract; take all necessary measures to ensure the protection and confidentiality of said information, at least equivalent to those it applies to its own sensitive information.
03Exclusions
The obligations under this clause do not apply to information: that has fallen into the public domain without breach by the receiving Party; already known to the receiving Party before its disclosure by the other Party; whose disclosure is required by law or by a competent judicial or regulatory authority (subject to informing the other Party beforehand to the extent permitted by law).
04Duration
The confidentiality obligations under this clause shall remain in force for a period of five (5) years from the signing of this contract, including in the event of termination or non-execution of the project.
05Applicable Law and Jurisdiction
This clause is governed by Swiss law. Any dispute relating to the interpretation or performance of this clause shall be submitted to the exclusive jurisdiction of the courts of the Canton of Geneva, subject to a prior amicable settlement between the Parties.
Ready to get started?
By signing below, the Client accepts the terms described in this proposal. The proposal is already issued by LUNIFAI.
Sign the proposal.
Read and sign below. Payment will be unlocked automatically.
Form not loading? Open in a new tab
Payment method
Unlock payment by signing the proposal above.