LAST UPDATED December 17TH, 2023

This Service Agreement (“Agreement”) is entered into by and between TheTechStack.ai (“Service Provider”), with its principal place of business at 6650 Rivers Avenue suite 100, North Charleston SC 29406, and (“Client”). By using our services, the Client agrees to be bound by the following terms and conditions.

1. Purpose of the Agreement

The Service Provider agrees to implement and optimize artificial intelligence (AI) systems to automate lead generation, lead qualification, appointment booking, and related services for the Client. This Agreement outlines the rights, responsibilities, and obligations of both parties.

2. Scope of Services

The Service Provider will provide:

• AI Implementation & Automation: Setup and/or optimization of AI systems tailored to the Client’s business needs.

• System Integration: Seamless integration with existing platforms (e.g., CRM, ad accounts) to streamline operations.

• Training & Support: Provision of documentation and training sessions to ensure proper use of the AI systems.

• Performance Monitoring: Regular reporting on system effectiveness and key performance indicators.

3. Compensation & Revenue Sharing if apical

a) Primary Fee:

The Client agrees to pay the Service Provider a fee based on a revenue-sharing model of 15% of the gross revenue generated from deals closed using the implemented AI systems.

b) Additional Fulfillment Fee:

For client fulfillment services related to AI implementation or automation (excluding ads management), the Client shall pay an additional fee of 15% of the sold price or $1,500, whichever is greater, payable in full prior to commencement of fulfillment.

c) Billing & Tracking:

The Client must maintain accurate records and use tracking systems as directed by the Service Provider to ensure proper revenue attribution. Payments shall be due on a [monthly/quarterly] basis depending on the service agreement signed by both parties..

4. Term and Renewal

This Agreement shall commence on the Effective Date and continue for a period of 12 months (“Term”), unless terminated earlier in accordance with Section 8. The Agreement will automatically renew for successive 12-month terms unless either party provides written notice of non-renewal at least 30 days prior to the renewal date.

5. Cancellation & Chargeback Policy

a) Cancellation Notice:

To cancel this Agreement, the Client must provide written notice via email to [email protected] at least 15 days prior to the intended cancellation date. No cancellation will be effective without this written notice.

b) Protection Against Chargebacks:

The Client acknowledges that if cancellation notice is not provided within the required timeframe, any chargebacks or disputes related to unapproved cancellations will be subject to the full fees due under this Agreement. The Service Provider reserves the right to pursue all legal remedies for any unauthorized chargebacks.

c) Non-Refundable Fees:

Except as provided under our performance guarantee (Section 7), all fees paid are non-refundable. If the Client cancels without proper notice, the Service Provider will retain all payments made up to the cancellation date.

6. Guarantee

The Service Provider will provide no guarantees of any type. This is software as a solution and the solution is up to the client to implement and maintain.

7. Confidentiality

Both parties agree to maintain the confidentiality of proprietary and sensitive information disclosed during the course of this Agreement. Neither party will disclose such information to third parties without prior written consent, except as required by law. This obligation survives the termination of this Agreement.

8. Termination

a) Termination by Notice:

Either party may terminate this Agreement by providing 30 days’ written notice for any reason.

b) Immediate Termination:

The Service Provider may terminate immediately if the Client fails to meet its obligations (e.g., non-payment, non-compliance with policies, unethical behavior).

c) Post-Termination:

Upon termination, the Client is responsible for payment of all services rendered up to the termination date. All outstanding fees shall be settled within 5 business days or a 20% service fee will be added for every 5 days succeeding that date.

9. Limitation of Liability

The Service Provider shall not be liable for any indirect, incidental, consequential, or punitive damages arising out of this Agreement. The total liability of the Service Provider shall not exceed the total compensation received under this Agreement. This limitation applies regardless of the legal theory under which damages are sought.

10. Dispute Resolution

a) Negotiation:

In the event of a dispute, both parties agree to first attempt resolution through good-faith negotiations.

b) Arbitration:

If unresolved, disputes shall be submitted to binding arbitration in accordance with the rules of the American Arbitration Association. Arbitration shall occur in SC, and the arbitrator’s decision shall be final and binding.

11. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of
SC, without regard to its conflict of law provisions.

12. Entire Agreement

This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous communications, whether written or oral, regarding its subject matter.

13. Amendments

Any amendments or modifications to this Agreement must be in writing and signed by authorized representatives of both parties.

14. Client Data & Privacy

The Service Provider will collect, process, and store personal and business data in accordance with its Privacy Policy. By entering into this Agreement, the Client consents to such practices as described therein.