Effective Date: March 19, 2026
Last Updated: March 19, 2026
PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE ENGAGING CLUEMATIC’S SERVICES. BY SIGNING AN ONLINE CONTRACT AND SUBMITTING YOUR FIRST PAYMENT, YOU AGREE TO BE BOUND BY THESE TERMS IN THEIR ENTIRETY.
For the purposes of these Terms of Service, the following definitions apply:
• “Cluematic,” “we,” “us,” or “our”: refers to Cluematic, a company registered at 62550 Morningside Dr., Washington, MI, United States.
• “Client,” “you,” or “your”: refers to any individual, company, or entity that engages Cluematic’s Services by signing an online contract and submitting payment.
• “Services”: refers to the done-for-you AI automation services provided by Cluematic, including workflow design and build, ongoing management and maintenance, and strategy and consulting, as described in the applicable Business Requirements Document.
• “Business Requirements Document” or “BRD”: refers to the written scope document agreed upon by both parties that defines the specific deliverables, workflows, and objectives for a given engagement.
• “Workflows”: refers to the automation pipelines, integrations, scripts, configurations, and related technical assets designed, built, and managed by Cluematic on behalf of the Client.
• “Monthly Retainer”: refers to the recurring monthly fee paid by the Client in exchange for access to and ongoing delivery of the Services.
• “Confidential Information”: has the meaning given in Section 10 of these Terms.
These Terms of Service (“Terms”) constitute a legally binding agreement between you and Cluematic. Your engagement is activated upon the simultaneous occurrence of two conditions: (1) your execution of an online service contract referencing these Terms, and (2) your submission of the first Monthly Retainer payment. Both conditions must be satisfied before Cluematic will commence any work.
By completing the above, you represent and warrant that:
• You are at least eighteen (18) years of age;
• You have the legal authority to enter into this agreement on behalf of yourself or the entity you represent;
• Your use of the Services does not violate any applicable law, regulation, or third-party agreement to which you are a party.
If you do not agree to these Terms, do not sign the contract or submit payment.
Cluematic provides done-for-you AI automation services to small and medium-sized businesses. The specific scope of each engagement is defined in the BRD, which is prepared during the onboarding process and agreed upon in writing by both parties prior to the commencement of work.
Our standard Services include:
• Workflow Design & Build: analysis of your business processes, design of automation logic, and technical build of workflows using our platform stack.
• Ongoing Management & Maintenance: monitoring, troubleshooting, updating, and optimizing your active workflows throughout the life of your subscription.
• Strategy & Consulting: advisory support to identify automation opportunities, evaluate tool options, and refine your automation roadmap.
As long as your Monthly Retainer remains active and in good standing, Cluematic will continue to apply modifications, enhancements, and fixes to your workflows as needed, subject to reasonable scope as defined in the BRD. Requests that fall outside the defined BRD scope may be treated as new work and quoted separately.
Cluematic delivers its Services using a combination of third-party platforms including, but not limited to, n8n, Make (formerly Integromat), GoHighLevel, Notion, Slack, and Discord, as well as third-party AI APIs. The specific tools used for your engagement will be outlined in your BRD. We reserve the right to substitute equivalent tools where necessary, provided such substitution does not materially degrade the quality or functionality of your workflows.
Cluematic will use commercially reasonable efforts to deliver Services in a timely and professional manner. However, we do not guarantee uninterrupted availability of any third-party platforms used in your workflows. Downtime, errors, or outages attributable to third-party providers are outside our control and do not constitute a breach of these Terms.
The Client agrees to pay Cluematic a Monthly Retainer fee as specified in the online service contract. The retainer is due on the same calendar date each month corresponding to the original activation date, unless otherwise agreed in writing.
Payment must be made via the payment method accepted at the time of contract execution. Cluematic reserves the right to update accepted payment methods with reasonable advance notice to the Client.
If payment is not received within five (5) calendar days of the due date, Cluematic reserves the right to:
• Suspend the delivery of Services until the outstanding balance is cleared;
• Apply a late fee of up to 1.5% per month on any outstanding balance;
• Terminate the engagement in accordance with Section 7 of these Terms.
All fees quoted are exclusive of applicable taxes, levies, or duties. The Client is responsible for any taxes applicable to their jurisdiction. Cluematic will collect applicable taxes where required by law.
Given the nature of done-for-you services and the significant resources committed upon engagement activation, Monthly Retainer fees are generally non-refundable. Refund requests will be evaluated on a case-by-case basis at Cluematic’s sole discretion, taking into account the work already delivered, the circumstances of the request, and any other relevant factors. To request a refund, the Client must contact Cluematic in writing at the address provided in Section 14.
For clarity, Cluematic does not offer a money-back guarantee and is under no obligation to issue refunds for services already rendered or in progress.
The successful delivery of Cluematic’s Services depends on the Client’s active cooperation. The Client agrees to:
Provide Cluematic with timely access to all tools, platforms, accounts, APIs, and systems reasonably necessary for the design, build, and management of the agreed workflows. This includes, but is not limited to, CRM platforms, e-commerce systems, communication tools, and any third-party services integrated into the scope of work.
The Client represents and warrants that they have the legal right and authority to grant such access, and that doing so does not violate any third-party terms of service or applicable law.
The Client is solely responsible for the accuracy, completeness, and legality of all data they provide to Cluematic or route through the workflows we manage. Cluematic will process data as directed by the Client but assumes no liability for errors, inaccuracies, or legal issues arising from Client-provided data.
Respond to requests for information, approvals, or feedback from Cluematic in a reasonably timely manner. Delays caused by the Client’s failure to respond may result in project timeline adjustments at Cluematic’s discretion, for which Cluematic bears no responsibility.
The Client agrees not to use Cluematic’s Services, Workflows, or any deliverables in connection with:
• Any activity that violates applicable local, state, federal, or international laws or regulations;
• The transmission of spam, unsolicited communications, or deceptive marketing in violation of applicable law;
• Any fraudulent, abusive, or harmful activity;
• The infringement of any third-party intellectual property rights.
All Workflows, automation frameworks, templates, methodologies, tools, scripts, configurations, and other intellectual property created by Cluematic in the course of delivering the Services remain the exclusive property of Cluematic. This includes any proprietary systems, processes, or know-how developed or utilized by Cluematic, regardless of whether they were developed specifically for the Client’s engagement.
Upon full payment of all outstanding fees and provided the Client’s subscription remains in good standing, Cluematic grants the Client a non-exclusive, non-transferable, revocable license to use the Workflows solely for the Client’s own internal business operations. This license:
• Does not permit the Client to copy, modify, reverse-engineer, sublicense, sell, or distribute the Workflows or any components thereof;
• Does not transfer any ownership interest in the Workflows to the Client;
• Terminates automatically upon the expiration or termination of the Client’s engagement with Cluematic.
The Client expressly agrees not to resell, sublicense, white-label, or otherwise commercialize the Workflows or any deliverables produced by Cluematic, in whole or in part, to any third party without Cluematic’s prior written consent.
The Client retains full ownership of all data they provide to Cluematic or that is generated by their business operations. Cluematic does not claim any ownership over Client data or End User Data processed through the Workflows.
If the Client provides any suggestions, feedback, or ideas regarding the Services, Cluematic may use such feedback freely without any obligation of compensation or attribution to the Client.
These Terms take effect upon engagement activation (as defined in Section 2) and remain in full force and effect for as long as the Client’s Monthly Retainer subscription is active. There is no fixed end date — the engagement continues on a rolling monthly basis until terminated by either party in accordance with this Section.
Either party may terminate the engagement at any time by providing the other party with at least fourteen (14) calendar days’ written notice. Notice must be delivered via email to the contact address on record, or via any other written method agreed upon by the parties. The engagement will conclude at the end of the notice period.
Cluematic reserves the right to terminate the engagement immediately and without prior notice in the event that:
• The Client fails to make a payment and does not cure such failure within five (5) calendar days of written notice;
• The Client materially breaches any provision of these Terms and fails to cure such breach within seven (7) calendar days of written notice;
• The Client engages in fraudulent, illegal, or abusive conduct in connection with the Services;
• Cluematic is required to terminate by applicable law or regulatory authority.
Upon termination of the engagement for any reason:
• The Client’s license to use the Workflows (as described in Section 6.2) terminates immediately;
• Cluematic will cease all active work on the Client’s workflows;
• The Client remains liable for all fees accrued up to and including the effective date of termination;
• Each party will promptly return or destroy the other party’s Confidential Information upon request, subject to legal retention obligations;
• Sections 6, 8, 9, 10, 11, and 12 of these Terms will survive termination indefinitely.
THE FOLLOWING PROVISIONS SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS. PLEASE READ CAREFULLY.
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CLUEMATIC EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
Cluematic does not warrant that the Services will be error-free, uninterrupted, or free from harmful components, or that the results obtained from the use of the Services will meet the Client’s expectations or business objectives.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CLUEMATIC, ITS FOUNDERS, PARTNERS, EMPLOYEES, CONTRACTORS, OR AGENTS BE LIABLE TO THE CLIENT FOR ANY:
• Indirect, incidental, consequential, special, or punitive damages;
• Loss of profits, revenue, data, business opportunities, or goodwill;
• Business interruption or loss of business information;
ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, EVEN IF CLUEMATIC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
In all cases, Cluematic’s total aggregate liability to the Client for any claims arising under or related to these Terms shall not exceed the total Monthly Retainer fees paid by the Client to Cluematic in the three (3) calendar months immediately preceding the event giving rise to the claim.
Cluematic is not liable for any failures, outages, data losses, security breaches, or service changes attributable to third-party platforms used in the delivery of the Services, including but not limited to n8n, Make, GoHighLevel, Notion, Slack, Discord, or any AI API provider.
The Client agrees to indemnify, defend, and hold harmless Cluematic and its founders, partners, employees, contractors, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:
• The Client’s breach of any provision of these Terms;
• The Client’s use or misuse of the Services or Workflows;
• The Client’s violation of any applicable law or third-party right;
• Any data, content, or instructions provided by the Client to Cluematic, including any claim that such data infringes the rights of a third party.
“Confidential Information” means any non-public information disclosed by one party (the “Disclosing Party”) to the other party (the “Receiving Party”) in connection with the Services, whether disclosed orally, in writing, electronically, or by any other means, and whether or not marked as confidential. This includes, without limitation:
• Business strategies, plans, financial data, and projections;
• Client lists, prospect data, and customer information;
• Workflow logic, automation architecture, and proprietary methodologies;
• Pricing, retainer structures, and contractual terms;
• Technical data, software, source code, and API configurations;
• Any other information that a reasonable person would consider confidential given the nature of the disclosure.
Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was already known to the Receiving Party prior to disclosure; (c) is independently developed by the Receiving Party without use of Confidential Information; or (d) is required to be disclosed by law or court order, provided the Receiving Party gives prompt written notice to the Disclosing Party.
Each party agrees to:
• Hold the other party’s Confidential Information in strict confidence;
• Use the Confidential Information solely for the purpose of performing obligations or exercising rights under these Terms;
• Not disclose the Confidential Information to any third party without the prior written consent of the Disclosing Party;
• Limit access to Confidential Information to those employees, contractors, or agents who have a genuine need to know and who are bound by confidentiality obligations no less protective than those set forth herein;
• Promptly notify the Disclosing Party upon becoming aware of any actual or suspected unauthorized disclosure of Confidential Information.
The confidentiality obligations set forth in this Section shall survive the termination or expiration of the engagement and shall remain in full force and effect for a period of three (3) years following the effective date of termination, except with respect to trade secrets, for which obligations shall continue for as long as the information qualifies as a trade secret under applicable law.
The parties acknowledge that a breach of this Section would cause irreparable harm for which monetary damages would be an inadequate remedy. Accordingly, either party shall be entitled to seek equitable relief, including injunction and specific performance, in addition to all other remedies available at law or in equity.
In the event of any dispute, claim, or controversy arising out of or relating to these Terms or the Services, the parties agree to first attempt to resolve the matter through good-faith negotiation. Either party may initiate this process by sending written notice to the other party describing the dispute in reasonable detail. The parties will have thirty (30) calendar days from the date of such notice to resolve the dispute informally.
If the dispute is not resolved through negotiation within the thirty (30) day period, either party may request non-binding mediation before a mutually agreed mediator. The costs of mediation shall be shared equally between the parties.
These Terms shall be governed by and construed in accordance with the laws of the State of Michigan, United States of America, without regard to its conflict of law provisions. Any legal action or proceeding not resolved through negotiation or mediation shall be brought exclusively in the state or federal courts located in Michigan, and each party hereby consents to the personal jurisdiction of such courts.
To the maximum extent permitted by applicable law, the Client waives any right to bring claims against Cluematic as a plaintiff or class member in any class action, collective action, or representative proceeding.
These Terms, together with the online service contract and the BRD, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written.
Cluematic reserves the right to update or modify these Terms at any time. We will provide the Client with at least fourteen (14) calendar days’ notice of material changes via email. Continued use of the Services after the effective date of any modification constitutes acceptance of the revised Terms. If the Client does not agree to the revised Terms, their sole remedy is to terminate the engagement in accordance with Section 7.
If any provision of these Terms is found to be invalid, illegal, or unenforceable under applicable law, such provision shall be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible, without affecting the validity or enforceability of the remaining provisions.
No failure or delay by either party in exercising any right or remedy under these Terms shall constitute a waiver of that right or remedy. A waiver of any breach shall not be deemed a waiver of any subsequent breach of the same or any other provision.
The Client may not assign or transfer any rights or obligations under these Terms without the prior written consent of Cluematic. Cluematic may assign its rights and obligations under these Terms to a successor entity in connection with a merger, acquisition, or sale of substantially all of its assets, provided that the successor entity assumes all obligations hereunder.
Neither party shall be liable for any delay or failure to perform its obligations under these Terms to the extent such delay or failure is caused by circumstances beyond its reasonable control, including but not limited to natural disasters, acts of government, pandemics, cyberattacks on third-party infrastructure, or widespread internet outages. The affected party shall notify the other party promptly and use reasonable efforts to mitigate the impact of such circumstances.
The parties are independent contractors. Nothing in these Terms shall be construed to create a partnership, joint venture, agency, employment, or fiduciary relationship between the parties. Neither party has the authority to bind the other party to any obligation without prior written consent.
All notices, requests, or other communications required or permitted under these Terms shall be in writing and delivered by email to the addresses on record, or by certified mail to the addresses set forth herein. Notices sent by email are deemed received upon confirmation of delivery; notices sent by mail are deemed received three (3) business days after mailing.
The Client agrees to use the Services solely for lawful business purposes and in compliance with all applicable laws and regulations. Without limiting the generality of the foregoing, the Client shall not use the Services to:
• Violate any applicable local, state, federal, or international law or regulation;
• Transmit any material that is defamatory, harassing, abusive, fraudulent, obscene, or otherwise objectionable;
• Infringe upon or violate the intellectual property rights of any third party;
• Distribute malware, viruses, or any other harmful or disruptive code;
• Circumvent, disable, or interfere with security features of any platform or system;
• Use the Services in any manner that could damage, overburden, or impair Cluematic’s infrastructure or the third-party platforms used in service delivery.
Cluematic reserves the right to suspend or terminate the Services immediately if the Client violates this Acceptable Use Policy.
For any questions, notices, or communications relating to these Terms of Service, please contact:
Cluematic
Legal & Contract Inquiries
Michigan, United States
Email: legal@cluematic.com
Website: www.cluematic.com