1. Parties
These Terms constitute an agreement between:
- Autosphere ("Service Provider", "we", "us") — an AI automation agency based in Tel Aviv, Israel. Contact: [email protected]
- The Client ("you", "your") — the individual or business entity that engages Autosphere for services.
2. Services Offered
Autosphere provides the following categories of services:
2.1 Business Automation
Design, development, and deployment of automated workflows, system integrations, and process optimisation solutions using AI-powered tools and platforms (e.g., n8n, Zapier, Make, custom scripts).
2.2 Lead Generation
AI-driven prospect research, outreach system setup, CRM integration, and lead pipeline management to generate qualified business leads on an ongoing basis.
2.3 Social Media & Content
Content strategy, copywriting, graphic direction, content scheduling, and community management across platforms including Instagram, TikTok, LinkedIn, Facebook, X (Twitter), and YouTube.
2.4 Web & Digital
Design and development of websites, landing pages, and digital marketing assets optimised for conversion and brand consistency.
2.5 AI Agents
Custom AI agent development: conversational agents, task automation agents, decision-support systems, and AI-powered customer-facing tools built on large language models and automation infrastructure.
The specific scope of services, deliverables, timelines, and pricing for any engagement will be detailed in a separate Service Agreement or Statement of Work (SOW) agreed upon in writing before work commences.
3. Payment Terms
3.1 Pricing Structure
Autosphere's services are typically structured as:
- Setup Fee — a one-time fee payable before or upon commencement of work, covering initial discovery, strategy, design, and development.
- Monthly Retainer — a recurring fee for ongoing service delivery, maintenance, optimisation, and support. The retainer amount and scope are defined per engagement.
3.2 Invoicing & Payment
- Invoices are issued at the commencement of each billing period or as otherwise agreed.
- Payment is due within 14 days of invoice date unless otherwise specified.
- Accepted payment methods will be specified on the invoice.
- All prices are quoted in Israeli New Shekel (ILS) or US Dollars (USD) as agreed, excluding VAT where applicable.
3.3 Late Payment
Payments outstanding beyond the due date may incur interest at a rate of 1.5% per month. We reserve the right to suspend services on accounts overdue by more than 30 days until full payment is received.
3.4 Refunds
Setup fees are non-refundable once work has commenced. Monthly retainer fees are non-refundable for the current billing period. Unused pre-paid periods may be refunded at our discretion in exceptional circumstances.
4. Client Obligations
To enable effective service delivery, the Client agrees to:
- Provide timely access to required accounts, assets, credentials, and information
- Designate a point of contact authorised to make decisions and approve deliverables
- Review and provide feedback on deliverables within agreed timeframes
- Ensure all materials provided to Autosphere are owned by the Client or properly licensed
- Comply with applicable laws, including advertising standards and data protection regulations
5. Intellectual Property
5.1 Client-Owned Materials
All materials, data, logos, brand assets, and content provided by the Client remain the sole property of the Client. Autosphere will use these materials solely to deliver the agreed services.
5.2 Deliverables
Upon receipt of full payment for the relevant engagement, Autosphere assigns to the Client all intellectual property rights in the custom deliverables created specifically for that engagement (websites, custom code, creative content, automation workflows, etc.), unless otherwise agreed in writing.
5.3 Autosphere's Pre-Existing IP & Tools
Autosphere retains ownership of all pre-existing intellectual property, proprietary methodologies, frameworks, templates, and third-party tools used in delivering services. A non-exclusive licence to use such elements is granted to the Client solely within the context of the delivered project.
5.4 Portfolio Use
Unless explicitly prohibited in writing, Autosphere reserves the right to display completed work in its portfolio and case studies for promotional purposes.
6. Confidentiality
Each party agrees to keep confidential all non-public, proprietary information disclosed by the other party ("Confidential Information"). This includes business strategies, client lists, technical systems, pricing, and credentials. Confidential Information may not be disclosed to third parties without prior written consent, except as required by law. This obligation survives the termination of any agreement.
7. Limitation of Liability
7.1 No Guarantee of Results
Autosphere provides services on a best-efforts basis. While we strive for excellence, we do not guarantee specific business outcomes such as revenue growth, lead volumes, search rankings, social media growth, or return on investment. Results depend on numerous factors outside our control.
7.2 Cap on Liability
To the maximum extent permitted by applicable law, Autosphere's total liability to the Client for any claims arising out of or related to the services shall not exceed the total fees paid by the Client to Autosphere in the three (3) months immediately preceding the event giving rise to the claim.
7.3 Exclusion of Consequential Damages
In no event shall Autosphere be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, loss of data, or business interruption, even if advised of the possibility of such damages.
7.4 Third-Party Platforms
Autosphere is not liable for actions, policy changes, or outages by third-party platforms (e.g., Meta, Google, TikTok, n8n, OpenAI) that affect service delivery or results.
8. Termination
Either party may terminate an ongoing service agreement with 30 days written notice unless a different notice period is specified in the relevant Statement of Work.
Autosphere may terminate immediately for cause, including but not limited to:
- Non-payment beyond 30 days past due
- Breach of these Terms that remains uncured after 10 days' written notice
- Request to engage in activities that are unlawful, fraudulent, or violate third-party rights
Upon termination, the Client shall pay for all work completed up to the termination date. Autosphere will provide reasonable transition assistance upon request.
9. Representations and Warranties
Autosphere warrants that:
- Services will be performed with reasonable skill and care
- We have the right to enter into this agreement
- Deliverables will not, to our knowledge, infringe third-party intellectual property rights
The Client warrants that:
- They have the authority to enter into this agreement
- Materials provided to Autosphere do not infringe third-party rights
- They will use Autosphere's services in compliance with all applicable laws and regulations
10. Indemnification
The Client agrees to indemnify, defend, and hold harmless Autosphere and its personnel from any claims, damages, losses, or expenses (including reasonable legal fees) arising from:
- The Client's breach of these Terms
- Materials or instructions provided by the Client that infringe third-party rights
- The Client's violation of applicable laws in connection with the services
11. Force Majeure
Neither party shall be in breach of these Terms as a result of any delay or failure in performance caused by circumstances beyond its reasonable control, including acts of God, war, pandemic, government actions, natural disasters, or prolonged internet outages. The affected party must notify the other promptly and take all reasonable steps to mitigate the impact.
12. Modifications to These Terms
Autosphere reserves the right to update these Terms at any time. Updated Terms will be posted on this page with a revised "Last updated" date. For ongoing engagements, material changes will be communicated with 14 days' notice.
13. Governing Law and Jurisdiction
These Terms and any disputes arising out of or in connection with them shall be governed by and construed in accordance with the laws of the State of Israel, without regard to conflict of law principles.
The parties irrevocably submit to the exclusive jurisdiction of the competent courts located in Tel Aviv, Israel to resolve any disputes arising under or in connection with these Terms.
14. Entire Agreement
These Terms, together with any applicable Statement of Work or Service Agreement, constitute the entire agreement between the parties regarding the subject matter hereof and supersede all prior negotiations, representations, or agreements.
If any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.
15. Contact
For any questions about these Terms, please contact us:
Autosphere
Tel Aviv, Israel
Email: [email protected]
Phone: +972 50-520-2155