Terms of Service

Effective Date: December 11, 2025

1. Identity & Company Details

The services described herein are provided by David Paulos Da Fonseca (trading as "Solfaia"), an Entreprise Individuelle established in Luxembourg.
VAT / TVA Number: LU31854716
Contact: [email protected]

2. Services & Setup Fees (Non-Refundable)

Solfaia provides AI agents and automation solutions. The "Setup Fee" covers the custom engineering, prompting, and integration labor required to launch your specific agent. Due to the customized labor involved and/or the utilization of government digitalization subsidies, the Setup Fee is non-refundable once the onboarding process has commenced. Solfaia provides a delivery guarantee within the originally agreed scope: if the delivered solution does not perform as specified in the agreed brief, Solfaia will make the necessary adjustments at no additional cost. This guarantee applies strictly to the scope defined at the time of engagement and does not cover requests for new features, changes to the original brief, or integrations not included in the initial agreement.

3. Fixed Monthly Fee (Platform & Support)

The Monthly Fee (sometimes referred to as the Platform/Support Fee) is a fixed recurring charge that covers the license for the Solfaia software, maintenance, hosting of the AI agent model, and technical support. This fee is purely for platform access and service delivery and does not include any variable usage costs.

• Flexibility: The monthly service is non-binding. You may cancel your subscription at any time.
• Notice Period: Cancellations must be requested via email to [email protected] at least 7 days (one week) before your next billing renewal date to avoid being charged for the subsequent month.
• Reactivation Fee: If a subscription is cancelled and you wish to reactivate the service later, a €500 Reactivation Fee will apply to re-deploy your instances.
• Seasonal Exception: Businesses with a pre-approved "Seasonal Plan" are exempt from the Reactivation Fee during agreed off-season pauses.

4. Variable AI Usage Costs & Abuse Policy

The Client is responsible for all costs generated by the AI's operation and interaction with third-party providers. These costs are variable and are billed separately from the Fixed Monthly Fee.

• Definition: Variable AI Usage Costs include, but are not limited to, fees charged by Large Language Model (LLM) providers, telephony network carriers (per minute), SMS and WhatsApp business API fees (per message), and related data processing costs.
• Billing: Solfaia will pass through these Variable AI Usage Costs to the Client, often with an administrative fee to cover billing and monitoring overhead. The total usage cost will be invoiced monthly in arrears.
• Abuse Protection & Limits: To protect against malicious activity (e.g., Denial of Service attacks) and excessive, non-productive usage that may compromise platform stability or incur extreme charges, Solfaia reserves the right to implement technical Rate Limits on the volume of calls, messages, or other interactions originating from a single source or within a specific time window.
• Suspension: Accounts generating excessively high variable costs due to suspected abuse or technical misconfiguration may be temporarily suspended without notice until the issue is resolved and a solution is implemented.

5. Service Availability & Fallback

Solfaia strives for 99.9% uptime. However, services rely on third-party providers (internet service providers, LLM providers, telephony networks). Manual Fallback Protocol: In the unlikely event of a service outage, the Client agrees to revert temporarily to their manual operational systems (e.g., answering phones manually). Solfaia is not liable for business lost during downtime caused by third-party failures.

6. Limitation of Liability (AI Disclaimer)

AI Behavior: The Client acknowledges that the Service utilizes Artificial Intelligence. While optimized for accuracy, the AI may occasionally generate incorrect or "hallucinated" responses. Liability Cap: David Paulos Da Fonseca (Solfaia) shall not be liable for any indirect, incidental, or consequential damages (including lost profits or missed bookings) arising from the AI's performance. The Client retains full responsibility for verifying critical data processed by the AI.

7. AI Strategy Consulting Services

Where the Client engages Solfaia for standalone AI strategy consulting (including but not limited to advisory sessions, audits, roadmap planning, or process analysis), the following terms apply in addition to the general terms above.

• Non-Refundable Once Delivered: Consulting fees are non-refundable once the session or deliverable has been provided. This applies regardless of whether the Client chooses to act on the advice received.
• Nature of Advice: All consulting output — whether verbal, written, or in the form of a report or recommendation — constitutes professional opinion based on the information provided by the Client. It does not constitute a guarantee of any specific outcome, revenue increase, cost saving, or business result.
• Client Responsibility: The Client is solely responsible for all business decisions made as a result of or following consulting engagements with Solfaia. Solfaia shall not be liable for any losses, damages, or missed opportunities arising from the implementation or non-implementation of consulting advice.
• Scope Limitation: Consulting engagements are scoped and priced based on the information provided prior to the session. Work falling outside the agreed scope may be subject to additional fees.

8. AI Content Creation Services

Where the Client engages Solfaia for AI-assisted content creation (including but not limited to social media content, blog posts, marketing copy, scripts, email sequences, or any other written or multimedia output), the following terms apply.

• Ownership Upon Payment: Full ownership of the final delivered content transfers to the Client upon receipt of payment. Solfaia retains no rights to repurpose or redistribute the Client's content without explicit written consent.
• Non-Refundable Once Delivered: Content creation fees are non-refundable once final deliverables have been sent to the Client. Revision rounds, where agreed upon, are included within the originally quoted scope only.
• Client Review Responsibility: AI-generated content may occasionally contain inaccuracies, outdated information, or stylistic imperfections. The Client is solely responsible for reviewing, fact-checking, and approving all content before publication or distribution. Solfaia shall not be liable for any consequences arising from the publication of content that has not been adequately reviewed by the Client.
• No Guarantee of Uniqueness or Performance: Solfaia does not guarantee that delivered content will be entirely unique as determined by third-party plagiarism tools, nor does Solfaia guarantee any specific SEO ranking, engagement rate, or marketing outcome resulting from the content.
• Third-Party Platform Compliance: The Client is responsible for ensuring that any content published complies with the terms of service of the platforms on which it is used (e.g., social media networks, advertising platforms). Solfaia is not liable for content being removed, restricted, or penalised by third-party platforms.
• Legal Compliance: The Client warrants that the intended use of the content is lawful and does not infringe upon the rights of any third party. Solfaia shall not be held liable for any legal claims arising from the Client's use of delivered content.

9. Governing Law

These terms are governed by the laws of the Grand Duchy of Luxembourg. Any disputes shall be settled in the courts of Luxembourg City. By using the Service, international clients acknowledge that while the Service is offered worldwide, this legal agreement is governed exclusively by the laws of the Grand Duchy of Luxembourg.