Effective Date: [15/11/2025]
Welcome to THATMABD,
These Terms of Service (“Terms”) govern your use of our white-label digital transformation, optimization, and operational services (“Services”). By engaging with THATMABD, you agree to these Terms.
THATMABD provides operational services on a white-label basis, meaning all deliverables, branding, and intellectual property produced under these Services are the property of the client. THATMABD acts solely as a service provider delivering implementation, integration, and operational execution.
1. Scope of Services
THATMABD provides professional services including but not limited to:
- Digital transformation consulting and operational execution
- Managed hosting, infrastructure, and security solutions
- Staff training, operational coverage, and process implementation
- White-label deployment of AI-driven optimization and analytics tools
- Maintenance, monitoring, and operational support for client systems
Service Limitations:
- THATMABD does not retain ownership of client data or deliverables.
- THATMABD’s role is limited to operational implementation; strategic decision-making and legal compliance remain the client’s responsibility.
- Services are delivered based on agreed engagement scopes, timelines, and deliverable specifications. Any additional services require a written amendment to the engagement agreement.
2. Client Responsibilities
Clients are responsible for:
- Providing accurate, complete, and timely information needed to perform Services
- Maintaining necessary rights, licenses, and consents for all third-party materials incorporated into deliverables
- Ensuring internal compliance with applicable laws, regulations, and industry standards
- Promptly reviewing deliverables and providing feedback or approvals as requested
Failure to provide required inputs, approvals, or cooperation may delay Services or affect results. THATMABD is not responsible for missed deadlines or suboptimal outcomes caused by client delays.
3. Intellectual Property
Client Ownership of Deliverables:
All deliverables, including branding, code, digital assets, process documentation, training materials, or system configurations, are the exclusive property of the client. THATMABD performs Services in a white-label capacity, transferring all rights to the client upon delivery and approval.
THATMABD Tools and Methodologies:
THATMABD may employ proprietary frameworks, methodologies, operational templates, or software tools to deliver Services. These remain the property of THATMABD and are licensed to the client solely for the purpose of using the Services. Clients may not reuse, redistribute, or modify these tools outside the scope of the engagement without explicit written permission.
Restrictions on Use:
Clients may not reverse-engineer, copy, or exploit THATMABD operational frameworks beyond the intended Service delivery. Similarly, clients may not claim THATMABD tools or proprietary methods as their own intellectual property.
4. Confidentiality
Definition of Confidential Information:
Confidential Information includes any non-public information exchanged during the engagement, including business processes, operational data, system designs, and AI model outputs.
Obligations:
- THATMABD will maintain strict confidentiality of client information, using it only to perform Services.
- Clients will maintain confidentiality of any THATMABD proprietary tools, methodologies, or frameworks disclosed during the engagement.
- Confidential information will not be disclosed to third parties except with written consent or where required by law.
Duration:
Confidentiality obligations remain in effect for five (5) years after the completion or termination of Services.
5. Service Delivery & Acceptance
Deliverable Review:
Clients are responsible for reviewing deliverables within the agreed review period (typically 10 business days).
Acceptance Criteria:
Deliverables are deemed accepted when:
- Written approval is provided by the client, or
- The review period lapses without objection, or
- Deliverables are actively implemented in client operations
Revisions:
Requests for revisions outside the agreed scope may incur additional fees or extend timelines.
6. Payment Terms
Fees:
Service fees are defined in the engagement agreement. Fees reflect operational services and white-label deliverables; they do not include third-party costs unless explicitly stated.
Invoices:
- Issued per milestone or monthly, as defined in the engagement agreement
- Due within [30] days of issuance
- Late payments may incur interest at 1.5% per month or the maximum allowed by law
Expenses:
Clients are responsible for pre-approved, reasonable, out-of-pocket expenses incurred by THATMABD in delivering Services, including travel, software licenses, and third-party integrations.
7. Warranties & Disclaimers
Service Warranty:
THATMABD will perform Services with reasonable skill, care, and operational diligence. That includes:
- Implementing tools, processes, and infrastructure according to agreed specifications
- Ensuring operational integrity of delivered systems under normal use conditions
Disclaimer:
- THATMABD provides no guarantee of business outcomes, revenue increase, or operational results beyond the execution of agreed Services.
- THATMABD is not responsible for client decisions, internal processes, or third-party integrations that affect results.
- Services are provided “as is” with respect to outcomes, but “as operationally effective” with respect to execution quality.
8. Liability
Limitation of Liability:
- THATMABD’s total liability for any claim arising under these Terms is limited to the fees paid for the Services giving rise to the claim.
- THATMABD is not liable for indirect, consequential, or punitive damages, including lost revenue, business interruption, or reputational harm.
Indemnification:
Clients agree to indemnify and hold harmless THATMABD, its personnel, and affiliates against claims arising from:
- Unauthorized use of third-party materials
- Client misrepresentations, errors, or omissions
- Failure to comply with applicable laws, regulations, or industry standards
9. Term & Termination
Term:
These Terms remain in effect for the duration of the engagement agreement.
Termination:
- Either party may terminate the engagement upon [30]-day written notice
- Immediate termination may occur if there is material breach, insolvency, or illegal activity
Effect of Termination:
- Client retains ownership of all deliverables produced prior to termination
- THATMABD will deliver work-in-progress within [15] business days, subject to payment of outstanding fees
- Confidentiality obligations survive termination
10. Governing Law & Dispute Resolution
Governing Law:
These Terms are governed by the laws of [Insert Jurisdiction], without regard to conflict-of-law principles.
Dispute Resolution:
- Parties agree to first attempt negotiation in good faith
- Unresolved disputes escalate to mediation or binding arbitration in [Insert Location]
- Litigation only pursued if mediation/arbitration fails
11. Amendments
THATMABD may update these Terms to reflect changes in services, legal requirements, or operational practices. Updates will be communicated to clients, and continued engagement constitutes acceptance of the revised Terms.
12. Entire Agreement
These Terms, together with the engagement agreement, constitute the complete understanding between the client and THATMABD regarding white-label Services. They supersede all prior agreements, communications, or understandings, whether written or oral.
Contact:
For questions regarding these Terms or your engagement, contact:
Email: sales(@)thatmabd.com