Terms of Service & IP Ownership

1. Scope of Services

FlowState provides professional AI automation engineering, workflow architecture consulting, voice agent integration (VAPI), and custom API/CRM orchestration services ("Services").

Specific deliverables, project milestones, SLAs, and technical specifications are defined in individual Statements of Work (SOW) or project proposals agreed upon between FlowState and the client.

2. Intellectual Property & Deliverables Ownership

We believe in absolute transparency and client asset autonomy:

• Client Deliverables: Upon receipt of full payment for the applicable milestone, all custom workflows, system prompts, vector database schemas, custom webhook connectors, and documentation engineered specifically for your engagement become your exclusive property.
• Pre-Existing Tools & Open Source: FlowState utilizes industry-standard open-source tools (e.g., self-hosted n8n, PostgreSQL, pgvector, Docker, Supabase). You receive perpetual, non-exclusive rights to utilize all configuration templates and deployment scripts provided.
• No Vendor Lock-In: All systems are engineered to run on your own self-hosted VPS, cloud infrastructure (AWS, DigitalOcean, Hetzner), or managed cloud accounts without forced ongoing subscription dependencies.

3. Client Responsibilities & System Access

To ensure rapid and secure implementation, clients agree to:

• Provide timely access to staging credentials, API keys (OpenAI, Anthropic, HubSpot, Slack), and webhook endpoints as required.
• Maintain responsibility for their own third-party API usage bills (e.g., LLM token costs and telephony minutes billed directly by OpenAI, VAPI, or Twilio).
• Ensure that data provided to FlowState for automation does not infringe on third-party privacy or intellectual property rights.

4. Third-Party APIs, LLMs & Service Disclaimers

FlowState engineers resilient architectures with automated retries, error logging, and fallback notification channels. However, clients acknowledge that:

• External API Availability: Third-party services (such as OpenAI, Anthropic, HubSpot, Google Workspace, and CRM providers) are subject to their own uptime availability, rate limits, and service updates.
• Probabilistic AI Outputs: Large Language Models generate probabilistic responses. While FlowState implements strict system guardrails, schema validators (Zod/Pydantic), and human-in-the-loop escalation queues, FlowState does not warrant that AI model outputs will be 100% error-free without human oversight.

5. Payment Terms & Milestone Sign-off

Standard client engagements operate on milestone-based billing (e.g., 50% deposit upon architecture approval, 50% upon verified production deployment and handoff) or structured monthly engineering retainers.

Invoices are due within 14 days of issuance. Work commences once initial milestone payments are confirmed.

6. Confidentiality & Mutual Non-Disclosure

FlowState treats all client operational data, CRM records, proprietary formulas, customer lists, and business strategies as strictly confidential.

We execute standard Mutual Non-Disclosure Agreements (NDAs) prior to accessing any production systems. We will never disclose your internal operational workflows or business metrics without prior written consent.

7. Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall FlowState or its founder be liable for any indirect, incidental, special, consequential, or punitive damages, or loss of profits or revenue, arising from system downtime, third-party API outages, or data loss.

FlowState's total aggregate liability arising out of or related to any engagement shall not exceed the total fees paid by the client under the specific Statement of Work during the preceding three (3) months.

8. Governing Law & Contact

These Terms of Service are governed by and construed in accordance with the laws applicable to commercial digital consulting agreements.

For legal inquiries, Statement of Work reviews, or NDA execution, contact: