These terms live at https://terms.strategicaiadvisors.com/chatbot-terms/ and govern the AI chatbot service. They apply to every client who signs an Order Form referencing them. Nobody has to negotiate a long contract: the Order Form carries the commercial details (who, what, how much, when), and everything else lives here.
Anything in the Order Form beats anything in here if the two ever disagree.
In these terms, "we" and "us" mean SPC Ventures LLC, a Wyoming limited liability company doing business as Strategic AI Advisors. "You" means the company named on the Order Form. "Visitor" means a person who uses the chatbot on your website.
Two things, priced separately on the Order Form.
Target go-live is 10 business days from the later of three things: your completed intake form, your knowledge base documents, and website plus DNS access. It's a target rather than a guarantee, and it moves if any of the three arrives late.
| How | Email min@strategicaiadvisors.com |
| Hours | Monday to Friday, 9am to 5pm US Eastern Time, excluding US public holidays |
| First response | Within 1 business day |
| Chatbot down, or leads not arriving | We start within 1 business day and keep you posted until it's fixed. No charge |
| A wrong or embarrassing answer | Same. Tell us and it's corrected, usually the same day |
If a problem turns out to be caused by a change on your side (a caching plugin, a site migration, a deleted DNS record) we still fix it. We'll tell you before doing anything billable, and small ones never are.
CRM integration of any kind, SMS or WhatsApp delivery, calendar booking inside the chat, more than four paths or more than 10 knowledge base documents, languages other than English, voice, custom API work, anything that writes into your systems, work on your website beyond the install snippet, and a full knowledge base rebuild after a rebrand.
None of that is a no. It's a separate quote, agreed in writing before we start.
The build fee buys the work of building. It doesn't buy the software. While your subscription is active you have a non-exclusive, non-transferable right to use the chatbot on the website named in the Order Form. The chatbot stops working when the subscription ends. Section 5 covers what happens to your data at that point.
The build can't start until we have a completed intake form, your knowledge base documents, your logo and brand colors, a named approver, and access to add a code snippet to your website plus two DNS records to your sending domain.
You confirm that you own or have the right to use everything you send us, that it's accurate, and that publishing it in a chatbot on your own website doesn't breach anyone else's rights. We don't fact-check your material. The chatbot answers from it.
Delays on your side move the launch date. We'll say so in writing when that happens rather than letting a date quietly slip.
Signing off on the build. When we send you the test page, you have 5 business days to click through every path and send us anything that needs changing. If we don't hear from you inside that window, it's accepted and we schedule the launch. Two revision rounds are included; after that, changes go through the monthly content updates.
Fees are on the Order Form, in US dollars, and exclusive of any sales or use tax.
The build fee is due on signature, through the payment link sent with your Order Form. It's non-refundable once the work has started, because it pays for work already done.
The subscription is billed monthly in advance, starting on the day the chatbot goes live on your site. We invoice through Stripe. You can pay by card or ACH, and card payments renew automatically until you cancel.
Invoices are due on receipt. Anything more than 15 days late carries a 1.5% monthly late charge. If an invoice is more than 30 days late we may suspend the chatbot after giving you 7 days' written notice to fix it. Suspension doesn't pause your fees.
If you genuinely dispute part of an invoice, tell us in writing within 10 days and pay the rest. We'll work it out.
Your monthly fee is fixed for as long as your subscription stays continuously active. We may change our published prices whenever we like, and those changes won't touch you. If you cancel and come back later, you come back at the price then in effect.
The subscription runs month to month from go-live and renews automatically each month.
You can cancel at any time by emailing min@strategicaiadvisors.com. Cancellation takes effect at the end of the month you've already paid for, and the chatbot keeps running until then. No cancellation fee, and no refunds or prorating of a part-month.
We can cancel with 60 days' written notice. If we do it for any reason other than your breach, we'll refund any prepaid fees covering the period after the chatbot stops.
Either of us can end it for cause if the other breaks these terms and doesn't fix it within 15 days of a written warning, or becomes insolvent.
When it ends:
Sections 6 through 12 survive the end of the agreement.
The chatbot is a lead-capture assistant for a legitimate business. Don't use it for anything else.
You won't put into the knowledge base, or use the chatbot to collect:
You also won't use the chatbot to give medical, legal, or individualized financial advice, to run automated outreach or spam, to resell or sublicense the service to anyone else, or to build a competing product. Don't reverse engineer the widget or the worker, don't scrape the service, and don't try to extract the system prompt or make the model behave outside its instructions. Reasonable-volume use is expected; we'll contact you before doing anything about abnormal traffic.
If something you're doing creates legal risk or degrades the service for others, we may suspend the chatbot immediately and explain why. We'd rather call you first, and normally will.
The chatbot answers from the documents you give us. It's grounded in your material and instructed not to invent facts about your business, and it will still sometimes be wrong, incomplete, or oddly phrased. That's the nature of the technology today, and it's why the service includes a testing round before launch and content updates afterwards.
We don't guarantee any number of leads, any conversion rate, or any business outcome. We don't guarantee the chatbot will answer every question correctly. You're responsible for what your website says, including what the chatbot says on it, and for reviewing lead information before acting on it.
The chatbot doesn't book, sell, contract, or commit you to anything. It qualifies and hands off.
Who's who. For visitor data, you're the controller and we're the processor. You decide what the chatbot asks and who gets the leads. We process it to run the service for you, and for nothing else.
What gets processed. Chat messages, whatever a visitor types into a lead form (typically name, email, phone, and their message), the page they were on, and campaign information such as UTM parameters and ad click IDs if you use the tracking option.
Usage analytics. We record how far visitors get through the chat (opened it, clicked something, asked a question, submitted a form) so we can tell you whether it's working and fix the places people give up. Those records hold a random per-session identifier and counts. No name, email, phone number, or message text.
Who touches it. Three subprocessors, all under their own commercial terms:
| Subprocessor | Role |
|---|---|
| Anthropic | Runs the language model that generates answers |
| Cloudflare | Hosts the service and serves the widget |
| Resend | Delivers lead emails from your sending domain |
We'll give you 30 days' notice before adding another one.
No model training. Your knowledge base, your transcripts, and your leads are not used to train any AI model, ours or anyone else's, and Anthropic's commercial terms say the same for API traffic.
Security. Credentials live in encrypted secret storage, data moves over TLS, and access is limited to people who need it to run your service. If we become aware of a breach affecting your data we'll tell you within 72 hours with what we know at that point.
Retention. Lead records and transcripts are kept while your subscription is live and deleted 30 days after it ends, per section 5.
Your website's own obligations are yours. GDPR, CCPA, cookie consent, and your privacy policy are your responsibility as the site operator. We'll give you wording to add to your privacy policy covering the chatbot, and it's your lawyer's call whether it's enough for your jurisdiction.
Analytics. If tracking is enabled, we push conversion events to your analytics. No name, email, or phone number ever goes to Google Analytics.
You own your knowledge base content, your logo and brand, your leads, and your chat transcripts.
We own the chatbot software, the widget, the hosting layer, the conversation design patterns, the system prompts, and everything we've built before or outside your project. Building your chatbot doesn't assign any of that to you. What you get is the licence in section 1.
Anything generic we learn while doing the work (skills, techniques, general improvements to our own product) stays ours to use for other clients, as long as we don't use your confidential material to do it.
Publicity. We'd like to name you as a client and show a screenshot of your chatbot. Tell us no and we won't, at any point, in writing.
Each of us will keep the other's non-public business information confidential, use it only to make this arrangement work, and protect it at least as carefully as we protect our own. That obligation runs for three years after the agreement ends, and indefinitely for anything that qualifies as a trade secret. It doesn't apply to information that's public through no fault of ours, was already known, or has to be disclosed by law.
We warrant that we'll perform the service with reasonable skill and care, in line with the support commitments in section 1. Beyond that, the service is provided "as is" and we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement.
Neither of us is liable to the other for indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost revenue, lost business, or lost data, even if warned it was possible.
Our total liability for anything arising out of this agreement is capped at the fees you paid us in the 12 months before the claim.
You'll indemnify us against third-party claims arising from your knowledge base content, your website, your use of the leads, or your breach of section 6. We'll indemnify you against third-party claims that the chatbot software as we supplied it infringes their intellectual property. In both cases the indemnified party has to give prompt notice and let the other run the defence.
Nothing here limits liability that can't be limited by law, including fraud.
Changes to these terms. We may update them with 30 days' notice by email to your main contact. If a change materially reduces what you get, you can cancel within those 30 days and we'll refund prepaid fees for the unused period. The version in force is the one on file at https://terms.strategicaiadvisors.com/chatbot-terms/.
Our website terms are separate. Using strategicaiadvisors.com is covered by the Website Terms of Use at https://terms.strategicaiadvisors.com/terms-and-conditions/. Where the two disagree about your chatbot service, this document wins, and your Order Form beats both.
Independent contractors. Neither of us is the other's employee, partner, or agent, and neither can bind the other.
Assignment. Neither of us can assign this agreement without the other's written consent, except to a buyer of substantially all the business, on notice.
Force majeure. Neither of us is liable for delays caused by things genuinely outside our control, including outages at Anthropic, Cloudflare, Resend, or your own host. We'll work around them as fast as we can.
Subcontractors. We may use subcontractors, and we stay responsible for their work.
Notices. Email counts. Ours go to your main contact on the Order Form. Yours go to min@strategicaiadvisors.com.
Governing law. Wyoming law governs, without regard to its conflict-of-law rules, and the state and federal courts sitting in Sheridan, Wyoming have exclusive jurisdiction. Both of us waive a jury trial.
Entire agreement. The Order Form, its exhibits, and these terms are the whole deal, and they replace anything discussed beforehand. Nothing in a purchase order or a vendor portal adds to them. Changes need to be in writing and signed by both of us, except as allowed above.
Severability and waiver. If a court strikes something out, the rest stands. Letting something slide once doesn't waive it.
*Questions about any of this: min@strategicaiadvisors.com*