Terms of Service

The Good Studio provides custom automation, AI integration, and software development services to purpose-driven businesses. Our services include but are not limited to:

• Process automation solutions
• Custom software development
• AI and machine learning integration
• Ongoing maintenance and support

When you engage our services, we will provide you with a detailed proposal outlining:

• Scope of work and deliverables
• Timeline with specific phases
• Payment structure and milestones
• Client responsibilities and required access
• Project assumptions and limitations

Work begins once the initial deposit is received. Each proposal includes the number of revisions and scope of post-delivery support.

Initial Setup (One-Time Fee):

• Typical structure: 25-50% deposit due at project kickoff, with remaining balance due at milestones or completion
• Deposit is non-refundable once work has begun
• Payment due within timeframes specified in proposal (typically 7-14 days)
• We invoice through QuickBooks with multiple payment options (credit card, ACH, etc.)

Ongoing Maintenance (Monthly Subscription):

• Billed at the beginning of each month
• Includes system monitoring, updates, bug fixes, and technical support
• Failure to pay may result in pausing of workflows until payment is received
• You may cancel with 30 days written notice

Third-Party Costs: Any third-party API subscriptions or services (e.g., OpenAI, specialized APIs) are the client's responsibility to pay directly to those providers.

Client Ownership: Upon final payment, you own the final delivered workflows and assets specifically developed for your use, including:

• Custom configurations and integrations
• Project-specific prompts and messaging
• Documentation and training materials
• Any branding elements created specifically for you

Retained Rights: We retain the right to reuse:

• Non-client-specific components, frameworks, and methodologies
• General automation patterns and logic structures
• Tools and systems we've built for multiple clients

We will never share your proprietary data, specific business logic, or custom messaging with other clients.

We warrant that our services will be performed in a professional manner consistent with industry standards.

EXCEPT AS EXPRESSLY PROVIDED ABOVE, SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

Specific Limitations:

• We do not guarantee specific business outcomes, ROI, time savings, or results
• We are not responsible for issues caused by third-party services, APIs, platforms, or data sources
• We are not liable for data loss, business interruption, or consequential damages
• Our total liability is limited to the amount paid for services in the 12 months prior to any claim
• We are not responsible for client's failure to provide accurate information, access, or timely feedback

We treat all client information as confidential and will not disclose it to third parties without your consent, except as required by law. We will sign a mutual Non-Disclosure Agreement (NDA) upon request.

You agree to indemnify, defend, and hold harmless The Good Studio, its owners, employees, and contractors from any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising from:

• Your use of the services or automated systems we build
• Your violation of these terms
• Your violation of any third-party rights, including intellectual property, privacy, or data protection laws
• Any data, content, or instructions you provide to us
• Any actions taken by the automated systems based on your business logic or requirements

Client-Initiated Termination:

• During Development: You are responsible for payment for all work completed to date, plus any non-refundable third-party costs incurred
• Maintenance Services: 30 days written notice required; monthly fees apply through entire notice period
• Deposits are non-refundable once work has begun

Our Right to Terminate: We reserve the right to immediately suspend or terminate services for:

• Non-payment or late payment (services paused until payment received)
• Breach of these terms
• Abusive, threatening, or inappropriate behavior toward our team
• Illegal use of our services
• Client inactivity exceeding 30 days (as defined in Section 10)

Effect of Termination: Upon termination, we may immediately disable access to all systems, workflows, and hosted services. You are responsible for exporting any data prior to termination.

Acceptance Period: You have 7 calendar days from delivery to test deliverables and report issues related to the agreed-upon scope.

• Issues within scope will be fixed at no additional charge
• After 7 days with no reported issues, the project is deemed accepted
• Acceptance triggers the final payment due date

What Qualifies as an "Issue":

• Covered: Functionality doesn't work as specified in the proposal
• Not Covered: New features, changes in requirements, or "I changed my mind about how it should work"

Post-Acceptance Issues: Technical issues discovered after the acceptance period may incur additional fees unless they are demonstrably bugs in the original implementation.

Ongoing Maintenance (Monthly Subscription):

• Includes best-effort system monitoring, updates, bug fixes, and technical support
• Target response time: 24 hours for critical issues (not guaranteed)
• Regular maintenance to keep systems running smoothly

We Do NOT Guarantee:

• 100% uptime (third-party dependencies may fail)
• Specific response or resolution times
• Compatibility with future third-party API changes

Scheduled Maintenance: May require brief downtime. We will notify you of planned maintenance when possible.

Post-Launch Enhancements: After launch, refinements or changes to the process workflow will be reviewed on a case-by-case basis. Major feature additions or significant changes are considered new development work and will require a separate quote.

Your Responsibility:

• You are responsible for maintaining backups of your own data
• You must maintain secure passwords and access credentials
• You must export any data before termination of services

Our Responsibility: We implement reasonable security measures but are not liable for:

• Data loss due to third-party provider failures
• Security breaches not caused by our negligence
• Data loss after service termination

Each project proposal specifies the number of included revisions (typically 2-3 minor revisions). Revisions include:

• Messaging or content tweaks
• Timing or workflow adjustments
• Minor configuration changes

Major Scope Changes: Functionality expansions, additional integrations, or significant changes beyond the original proposal will be quoted separately.

Response Time Requirements: Timely client responses are essential to maintain project momentum. We require:

• Access credentials and required information within agreed timelines
• Feedback on deliverables within 7 business days
• Testing participation during pilot phases

Inactivity Policy:

• If you are unresponsive for more than 14 consecutive days, we reserve the right to pause work
• Projects inactive for more than 30 days may be considered abandoned
• Abandoned projects may require a new proposal, timeline, and pricing to resume

While we make every effort to implement all specified features, some functionality may be limited by third-party API capabilities. If specific features cannot be implemented due to API restrictions:

• We will implement the closest available alternative
• We may maintain the existing manual process for those specific functions
• Limitations discovered during development will be communicated immediately
• The scope will be adjusted accordingly without additional cost

Our Commitment: The Good Studio donates 5% of our annual profits to organizations creating real, measurable change in the world.

We carefully select charities that align with our values and have demonstrated impact—from environmental conservation and education access to healthcare and community development. Each year, we choose where to give based on where we believe our support can make the greatest difference.

Important Note: The Good Studio makes independent charitable contributions and is not affiliated with or soliciting on behalf of any nonprofit organization. Our giving represents our own corporate social responsibility and is not tied to individual client projects or transactions.

We reserve the right to modify these terms at any time. Significant changes will be communicated via email with 30 days notice. Continued use of our services after changes take effect constitutes acceptance of the new terms.

We are not liable for any failure or delay in performance due to events beyond our reasonable control, including but not limited to:

• Acts of God, natural disasters, pandemics, or public health emergencies
• War, terrorism, civil unrest, or government actions
• Internet service failures, hosting provider outages, or telecommunications failures
• Third-party API or service disruptions
• Cyberattacks, hacking attempts, or security breaches not caused by our negligence

In such events, our obligations will be suspended for the duration of the force majeure event, and timelines will be extended accordingly without penalty.

These terms are governed by the laws of the United States. Any disputes will be resolved through binding arbitration in accordance with the rules of the American Arbitration Association.

Arbitration Agreement: You agree that any dispute arising from these terms or our services will be resolved through individual arbitration rather than in court. This means:

• No class actions or class arbitrations
• Arbitration will be conducted remotely when possible to reduce costs
• Each party pays their own attorneys' fees unless otherwise awarded by the arbitrator
• The arbitrator's decision is final and binding