Terms of Service | White Space Solutions

1Acceptance of Terms

These Terms of Service ("Terms") govern your access to and use of the services, website, and any related software or applications provided by White Space Solutions ("Company," "we," "our," or "us").

By accessing our website at whitespacesolutions.ai, submitting a contact form, booking a consultation, engaging our services, or otherwise interacting with us, you ("Client," "you," or "your") acknowledge that you have read, understood, and agree to be bound by these Terms.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms. If you do not have such authority, or if you do not agree with these Terms, you must not accept these Terms and may not use our services.

2Description of Services

White Space Solutions provides business automation, artificial intelligence integration, data analytics, and related consulting services ("Services"). Our Services include, but are not limited to:

Workflow Automation: Design and implementation of automated business processes using platforms such as Make, Zapier, n8n, and custom solutions.
AI Integration: Implementation of artificial intelligence solutions including AI agents, chatbots, call scoring, lead scoring, and data transformation.
Data Analytics: Data pipeline development, reporting dashboards, and business intelligence solutions.
Direct Mail Automation: Automated direct mail campaigns and integrations for real estate investors.
System Integration: CRM setup, API integrations, and connecting disparate business systems.
Consulting: Strategic advice on technology adoption, process optimization, and digital transformation.

The specific scope, deliverables, and timeline for any engagement will be defined in a separate Statement of Work ("SOW") or service agreement between you and the Company.

3Client Responsibilities

As a client, you agree to:

Provide Accurate Information: Supply accurate, complete, and timely information necessary for us to perform the Services.
Grant Necessary Access: Provide required access to systems, accounts, APIs, and data needed to deliver the Services, including appropriate credentials and permissions.
Timely Communication: Respond to requests for information, approvals, and feedback within reasonable timeframes to avoid project delays.
Designate a Point of Contact: Assign a primary contact person with decision-making authority for the project.
Compliance: Ensure that your use of our Services complies with all applicable laws, regulations, and third-party agreements.
Data Backup: Maintain appropriate backups of your data before we perform any work on your systems.
Lawful Use: Not use our Services for any unlawful, fraudulent, or harmful purpose.

Failure to fulfill these responsibilities may result in project delays, additional costs, or inability to deliver the agreed-upon Services.

4Service Engagement

4.1 Consultation & Proposals

Initial consultations are provided free of charge. Following the consultation, we will provide a written proposal or Statement of Work outlining the project scope, deliverables, timeline, and pricing.

4.2 Acceptance

A service engagement begins when you accept our proposal in writing (including email) and provide any required deposit. Your acceptance constitutes agreement to the terms of the proposal and these Terms of Service.

4.3 Change Requests

Any changes to the agreed scope of work must be documented in writing. Change requests may affect the project timeline and cost. We will provide updated estimates for your approval before implementing any changes.

4.4 Project Timeline

Timelines provided are estimates based on the information available at the time of proposal. Actual delivery times may vary depending on project complexity, client responsiveness, and other factors.

5Payment Terms

5.1 Pricing

All fees for Services are as specified in the applicable proposal or Statement of Work. Prices are quoted in US Dollars (USD) unless otherwise stated.

5.2 Payment Structure

Payment terms will be specified in each proposal. Typical structures include:

50% deposit upon project commencement, 50% upon completion
Monthly retainer for ongoing services
Milestone-based payments for larger projects
Hourly billing for consulting engagements

5.3 Payment Methods

We accept payment via bank transfer (ACH), credit card, and other methods as specified in your invoice. Payment processing fees may apply for certain payment methods.

5.4 Late Payments

Invoices are due within 15 days of receipt unless otherwise specified. Late payments may incur interest at 1.5% per month or the maximum rate permitted by law, whichever is lower. We reserve the right to suspend Services for accounts more than 30 days past due.

5.5 Refunds

Deposits are non-refundable unless we are unable to deliver the agreed Services through no fault of the Client. Refunds for completed work are not provided. Disputes regarding Services should be raised within 14 days of delivery.

6Intellectual Property

6.1 Client Materials

You retain all ownership rights to your pre-existing materials, data, content, and intellectual property that you provide to us for use in delivering the Services ("Client Materials").

6.2 Deliverables

Upon full payment, you will own the custom deliverables created specifically for your project, including custom code, configurations, and documentation ("Deliverables"), except for any Pre-Existing Materials or Third-Party Materials incorporated therein.

6.3 Pre-Existing Materials

We retain ownership of all pre-existing tools, frameworks, templates, methodologies, and know-how that we use or develop in delivering Services ("Pre-Existing Materials"). We grant you a non-exclusive, perpetual license to use any Pre-Existing Materials incorporated into your Deliverables solely for your internal business purposes.

6.4 Third-Party Materials

Some Services may incorporate third-party software, APIs, or services that are subject to their own license terms. You agree to comply with all applicable third-party license terms.

6.5 Portfolio Rights

Unless otherwise agreed in writing, we may reference the general nature of work performed for you in our portfolio, marketing materials, and case studies, without disclosing confidential information.

7Confidentiality

7.1 Confidential Information

"Confidential Information" means any non-public information disclosed by either party to the other, including but not limited to business strategies, customer data, technical information, pricing, and proprietary processes.

7.2 Obligations

Both parties agree to:

Keep Confidential Information strictly confidential using at least the same degree of care used to protect their own confidential information
Use Confidential Information only for purposes related to the Services
Not disclose Confidential Information to third parties without prior written consent, except to employees, contractors, or advisors who need to know and are bound by similar confidentiality obligations

7.3 Exceptions

Confidentiality obligations do not apply to information that: (a) is or becomes publicly available without breach; (b) was known to the receiving party prior to disclosure; (c) is independently developed without use of Confidential Information; or (d) is required to be disclosed by law or court order.

7.4 Duration

Confidentiality obligations survive termination of these Terms for a period of three (3) years, except for trade secrets which shall be protected indefinitely.

8Data Processing

When our Services involve processing your data or your customers' data, the following terms apply:

Data Controller: You remain the data controller for all personal data you provide to us. We act as a data processor on your behalf.
Processing Purpose: We will only process data as necessary to perform the Services and as instructed by you.
Security Measures: We implement appropriate technical and organizational measures to protect data against unauthorized access, alteration, or destruction.
Sub-processors: We may engage third-party sub-processors (such as cloud hosting providers) to assist in delivering Services. A list of sub-processors is available upon request.
Data Return/Deletion: Upon termination of Services, we will return or delete your data upon request, except as required by law to retain.

For more information about how we handle personal data, please see our Privacy Policy.

9Warranties & Disclaimers

9.1 Our Warranties

We warrant that:

We will perform the Services in a professional and workmanlike manner consistent with industry standards
We have the right to provide the Services and grant the licenses described herein
The Deliverables will substantially conform to the specifications in the applicable SOW for a period of 30 days following delivery

9.2 Remedy

If Deliverables fail to conform to the warranty, your exclusive remedy is for us to re-perform the non-conforming Services or, at our option, refund the fees paid for such non-conforming Services.

9.3 Disclaimer

EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. WE DO NOT GUARANTEE ANY SPECIFIC BUSINESS RESULTS, ROI, OR OUTCOMES FROM THE USE OF OUR SERVICES.

10Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WHITE SPACE SOLUTIONS, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY.

OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you.

11Indemnification

11.1 Your Indemnification

You agree to indemnify, defend, and hold harmless White Space Solutions and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

Your breach of these Terms
Your violation of any applicable law or regulation
Your Client Materials infringing any third-party rights
Your use of the Deliverables in a manner not authorized by these Terms

11.2 Our Indemnification

We will indemnify you against claims that the Deliverables (excluding Client Materials and third-party components) infringe any US patent, copyright, or trademark, provided that you promptly notify us of the claim and allow us to control the defense.

12Term & Termination

12.1 Term

These Terms remain in effect until terminated. Individual project engagements continue until completion or termination as specified in the applicable SOW.

12.2 Termination for Convenience

Either party may terminate a project engagement with 30 days written notice. Upon termination for convenience, Client shall pay for all Services performed through the termination date plus any non-cancellable commitments.

12.3 Termination for Cause

Either party may terminate immediately upon written notice if the other party: (a) materially breaches these Terms and fails to cure within 15 days of notice; (b) becomes insolvent or files for bankruptcy; or (c) ceases business operations.

12.4 Effect of Termination

Upon termination: (a) all rights granted to you terminate except for licenses to paid Deliverables; (b) you shall pay all outstanding fees; (c) each party shall return or destroy the other's Confidential Information; (d) Sections 5-11 and 14-17 survive termination.

13Force Majeure

Neither party shall be liable for any failure or delay in performing their obligations where such failure or delay results from circumstances beyond the reasonable control of that party, including but not limited to:

Natural disasters, acts of God, or severe weather events
War, terrorism, civil unrest, or government actions
Pandemics, epidemics, or public health emergencies
Power outages, internet failures, or telecommunications failures
Cyberattacks, including DDoS attacks or ransomware
Third-party service provider outages

The affected party shall promptly notify the other party and use reasonable efforts to mitigate the effects of the force majeure event.

14Dispute Resolution

14.1 Informal Resolution

Before initiating any formal dispute resolution, the parties agree to attempt in good faith to resolve any dispute through informal negotiation. Either party may initiate informal negotiations by sending written notice to the other party describing the dispute.

14.2 Mediation

If the dispute is not resolved within 30 days of informal negotiation, either party may request mediation. The parties will select a mutually agreeable mediator and share the costs of mediation equally.

14.3 Arbitration

If mediation is unsuccessful, any remaining dispute shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall take place in Charlotte, North Carolina, and the arbitrator's decision shall be final and binding.

14.4 Exceptions

Either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property rights or Confidential Information without first engaging in informal negotiation, mediation, or arbitration.

15Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of North Carolina, United States, without regard to its conflict of laws principles.

For any disputes not subject to arbitration, you agree to submit to the exclusive jurisdiction of the state and federal courts located in Mecklenburg County, North Carolina.

16Modifications to Terms

We reserve the right to modify these Terms at any time. When we make changes, we will:

Update the "Last updated" date at the top of this page
Post the updated Terms on our website
For material changes, provide notice via email to active clients or through a prominent notice on our website

Continued use of our Services after any modifications constitutes acceptance of the updated Terms. If you do not agree to the modified Terms, you should discontinue use of our Services.

Changes to these Terms will not apply retroactively to any ongoing project engagement unless mutually agreed in writing.

17General Provisions

17.1 Entire Agreement

These Terms, together with any applicable SOW and our Privacy Policy, constitute the entire agreement between you and White Space Solutions and supersede all prior agreements and understandings.

17.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.

17.3 Waiver

No waiver of any provision of these Terms shall be effective unless in writing and signed by both parties. Failure to enforce any right or provision shall not constitute a waiver.

17.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms to an affiliate or successor in connection with a merger, acquisition, or sale of assets.

17.5 Independent Contractors

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship.

17.6 Notices

All notices under these Terms shall be in writing and delivered by email to the addresses provided during engagement. Notices are deemed delivered when sent if no delivery failure is received.

18Contact Us

If you have questions about these Terms of Service, please contact us:

White Space Solutions

Legal & Contract Inquiries

Email: support@whitespacesolutions.ai
Location: Charlotte, NC, USA

For service inquiries or to schedule a consultation, please visit our Contact Page.