Last updated: 1 June 2025

Terms of Service

These Terms of Service (“Terms”) govern your engagement with TechAlliance 365 (“we”, “us”, “our”) for AI automation, voice agent, workflow automation, digital marketing, and related services. By engaging our services or using our website at techalliance365.com, you agree to be bound by these Terms.

1. Services

TechAlliance 365 provides the following services to UK businesses:

• AI agent development and deployment
• AI voice agents and voice bot systems
• Workflow automation and system integrations
• AI strategy consulting and roadmap development
• Digital marketing including SEO and Google Ads management
• Web and SaaS application development

The specific scope, deliverables, timeline, and pricing for each engagement will be agreed in a separate written proposal or statement of work (“SOW”), which forms part of these Terms.

2. Engagement Process

An engagement begins when both parties have agreed to a written proposal or SOW and TechAlliance 365 has received any agreed upfront payment. We will use reasonable endeavours to meet timelines set out in the SOW, but delivery dates are estimates unless expressly stated to be binding.

You agree to provide timely feedback, access to systems, and any content or assets we request within agreed timeframes. Delays caused by your failure to provide required materials may extend delivery timelines without penalty to us.

3. Fees and Payment

Fees are as stated in the agreed proposal or SOW, denominated in Pounds Sterling (GBP) unless otherwise specified. Unless agreed otherwise:

• Project-based work is invoiced as agreed in the SOW (typically 50% upfront and 50% on completion, unless otherwise agreed).
• Ongoing retainer or subscription services are invoiced monthly in advance.
• Invoices are due within 14 days of issue.
• We reserve the right to charge interest on overdue invoices at 8% per annum above the Bank of England base rate, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

All fees are exclusive of VAT, which will be applied where applicable.

4. Intellectual Property

Upon receipt of full payment for a project, TechAlliance 365 assigns to you all intellectual property rights in the specific custom deliverables created for your project, including code, content, and designs unique to your engagement.

We retain all rights to our pre-existing tools, frameworks, methodologies, templates, and general know-how (“Background IP”). Where deliverables incorporate Background IP, we grant you a non-exclusive, perpetual, royalty-free licence to use it solely in connection with the deliverables.

You grant us a non-exclusive licence to use your materials, trademarks, and content solely to the extent necessary to deliver the agreed services.

5. Confidentiality

Each party agrees to keep confidential any non-public information disclosed by the other party in connection with the services (“Confidential Information”) and not to disclose it to third parties without prior written consent, except where required by law or where the information is already publicly available through no breach of these Terms.

This obligation of confidentiality survives termination of the engagement for a period of 3 years.

6. Your Responsibilities

You agree to:

• Provide accurate and complete information needed to deliver the services.
• Ensure you have all necessary rights and permissions for any content, data, or third-party systems you provide or connect to us.
• Use our deliverables only for lawful purposes and in compliance with applicable UK law.
• Not use our services to create or distribute content that is unlawful, harmful, deceptive, or that infringes third-party rights.
• Maintain the security of any credentials, access tokens, or API keys we provide or configure.

7. Limitation of Liability

To the fullest extent permitted by UK law, TechAlliance 365's total liability for any claim arising under or in connection with these Terms or an engagement, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the fees paid by you to us in the 3 months preceding the claim.

We shall not be liable for any indirect, special, consequential, or punitive loss, including loss of profits, revenue, data, business opportunity, or goodwill, even if we have been advised of the possibility of such loss.

Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under UK law.

8. Termination

Either party may terminate an ongoing engagement by giving 30 days' written notice to the other, unless a different notice period is specified in the SOW.

Either party may terminate immediately by written notice if the other party materially breaches these Terms and, where the breach is capable of remedy, fails to remedy it within 14 days of being notified in writing.

On termination, you must pay for all work completed up to the termination date. Any fees paid in advance for services not yet delivered will be refunded on a pro-rata basis, subject to deduction of reasonable costs incurred.

9. Warranties and Disclaimer

We warrant that we will perform services with reasonable care and skill. We do not warrant that any AI system, voice agent, or automated workflow we build will be free from errors, uninterrupted, or will achieve any specific business outcome. AI systems may produce unexpected outputs, and you remain responsible for reviewing and approving outputs before acting on them.

Except as expressly stated in these Terms or required by law, we make no warranties, express or implied, including any implied warranty of fitness for a particular purpose or merchantability.

10. Governing Law and Disputes

These Terms and any dispute or claim arising out of or in connection with them shall be governed by and construed in accordance with the laws of England and Wales. The courts of England and Wales shall have exclusive jurisdiction to settle any dispute arising under these Terms.

Before initiating formal proceedings, each party agrees to attempt in good faith to resolve disputes through informal negotiation for at least 30 days.

11. Changes to These Terms

We may update these Terms from time to time. The date at the top of this page shows when they were last revised. For ongoing engagements, material changes will be communicated with reasonable notice. Continued use of our services following notice of changes constitutes acceptance of the updated Terms.

12. Contact Us

If you have any questions about these Terms or wish to discuss an engagement, please contact us: