How we contract, stated before you ask.

These terms apply between Echobyt, the UK company based in London, England, and the client named in the engagement letter. They cover the two things we sell: a paid diagnostic, and a fixed-scope build of one workflow. Nothing on this website is an offer capable of acceptance. A binding engagement exists only when both parties have signed an engagement letter that sets out the scope, the fee and the timetable.

A diagnostic is an investigation. We examine the agreed workflow and systems, and deliver written findings that describe where value is being lost, a priced estimate of that loss based on the client's own records and stated assumptions, the risks we see, and a recommended build. A build is the implementation of one workflow to the scope written into the engagement letter, including the failure handling, logging, human handover path and instrumentation described there. Anything not written into the engagement letter is outside scope, including work on other workflows, changes to systems we were not given access to, and ongoing operation after handover unless a separate support arrangement is signed.

The diagnostic fee is agreed in writing before work begins and is payable as set out in the engagement letter. Because the deliverable is our analysis and it cannot be returned once you have read it, the fee is non-refundable once the written findings have been delivered. If we conclude before delivery that we cannot usefully complete the diagnostic, we will say so and refund the portion of the fee relating to work not carried out. A finding that the loss is smaller than expected, or that no build is warranted, is a valid outcome and a delivered diagnostic. Buying a diagnostic does not oblige either party to proceed to a build.

A build is quoted as one fixed fee against one written scope. If either party wants to change that scope, the change is described in writing, priced, and approved by both parties before the work is carried out. We will not carry out unapproved extra work and then invoice for it, and we will not absorb material scope growth silently. Where a change affects the timetable, the revised dates are recorded in the same document. Requests that arrive after handover are treated as new work.

Delivery depends on things only the client can provide: timely access to the systems and accounts in scope, a named decision-maker with authority to approve scope and sign off, reasonable availability of the people who do the work being examined, and accurate information about how that work is done. The client is responsible for holding any licences and subscriptions for third-party tools the build depends on, and for the fees payable to those providers. Where a delay is caused by access or approvals not being provided, timetables move accordingly and any resulting cost is discussed in writing rather than assumed.

Fees are those set out in the engagement letter. We do not publish rates on this website; price is scoped on the qualifying call and fixed in writing before work starts. Invoices are payable within the period stated on the invoice. Amounts are exclusive of VAT and any other applicable tax, which is added where due. Third-party costs are passed through at cost, with prior approval. We may suspend work on overdue invoices after giving written notice, and interest on late payment may be charged in accordance with applicable law.

The client owns its own data, content and systems throughout, and nothing here changes that. Ownership of the intellectual property in the bespoke code and configuration we write specifically for the build transfers to the client on receipt of final payment for that build. Until final payment, the client has a licence to use the deliverables for evaluation and internal operation only. Echobyt retains ownership of its pre-existing tools, libraries, templates and general know-how, and grants the client a perpetual, non-exclusive licence to use those components to the extent they are embedded in the deliverables. Third-party and open-source components remain subject to their own licences, which we identify at handover. Nothing prevents us from re-using general skills, patterns and experience on other engagements.

Each party will keep the other's confidential information confidential, use it only for the engagement, and disclose it only to people who need it for the engagement and are under equivalent obligations. This includes commercial information the client shares with us and the contents of our written findings. Obligations continue after the engagement ends. Neither party is restricted from disclosing information that is already public, was independently developed, or must be disclosed by law. We name a client publicly, or publish a case study, only with that client's written consent.

We commit to how we work, not to what your market does. We do not guarantee any specific revenue, conversion rate, response time, cost saving or other commercial result, and no figure discussed in a call, a proposal or a set of findings is a warranty. Estimates of loss in a diagnostic are estimates, based on the information available and on assumptions we state so that they can be challenged. Services are delivered with reasonable skill and care. Where a deliverable does not conform to the agreed scope, our obligation is to correct it, and that is the remedy we offer for non-conformity.

Builds commonly depend on services we do not control, including messaging providers, hosting, model providers and the client's existing software. Those services can change their behaviour, pricing, availability or terms. We design for failure, including retries, fallbacks and a human handover path, but we are not liable for the acts, omissions or outages of third parties, nor for changes they make to their own products. Outputs generated by language models are probabilistic; where a workflow depends on such output, the build includes the checks and human review points recorded in the scope.

Nothing in these terms limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be limited. Subject to that, neither party is liable for loss of profit, loss of revenue, loss of anticipated savings, loss of business opportunity, loss or corruption of data beyond the cost of restoring from the client's own backups, or any indirect or consequential loss. Subject to the same exceptions, Echobyt's total aggregate liability arising out of or in connection with an engagement is limited to the total fees paid by the client for that engagement. The client is responsible for maintaining its own backups of its systems and data.

At handover we provide the running system, the credentials, a written runbook, and a walkthrough with the people who will hold it. Any ongoing support, monitoring or maintenance is a separate written arrangement, agreed before handover rather than after. Either party may terminate an engagement by written notice as set out in the engagement letter, and on termination the client pays for work properly carried out up to that date. Either party may terminate immediately for material breach that is not remedied within a reasonable period of written notice. On termination we revoke our access and delete or return client data as set out in the processing agreement.

Where we process personal data on a client's behalf during an engagement, we do so as a processor under a written processing agreement, and the client remains the controller. Our engineering and delivery team is in Dhaka, Bangladesh, so personal data in scope may be accessed from outside the United Kingdom under appropriate transfer safeguards. Personal data we collect in our own right, such as enquiries and contract contacts, is handled as described in our privacy notice.

These terms and any engagement under them are governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction over any dispute. Before commencing proceedings, both parties agree to attempt to resolve the matter through direct discussion between the people who signed. If any provision is found unenforceable, the rest continues to apply. Questions about these terms go to hello@echobyt.com.