These terms describe how ReplyMinute engagements work. Each client engagement is governed by a written, fixed-scope statement of work ("SOW") signed by both parties; if these terms and an SOW conflict, the SOW wins.
Fixed-scope automation builds (for example, lead-response and intake systems) and an optional monthly care plan. Scope, price, timeline, and acceptance criteria are set in writing before any payment.
Builds: 50% to begin, 50% on acceptance. Care plans: billed monthly in advance, month-to-month, cancellable anytime effective the next billing cycle. Fees are in US dollars.
Every build ends with an acceptance test defined in the SOW (for lead-response builds: the client personally submits a test lead, and the system must respond within the agreed time). If the system fails the acceptance test and we cannot fix it within a reasonable cure period, the final balance is waived.
Client systems are built in client-owned accounts (e.g., the client's Twilio, Google, and workflow accounts). On acceptance, the client owns the running system, its configuration, and its documentation. We retain the right to reuse generic, non-client-specific patterns, templates, and know-how.
Clients are responsible for: the truthfulness of their own customer communications; obtaining and honoring customer consent for SMS/email as required by applicable law (we configure consent capture and opt-out handling, but the client operates the business); timely access and approvals during the build; and third-party costs in client-owned accounts (e.g., Twilio usage, typically $15–30/month for small businesses).
Systems that send SMS are configured to identify the sending business, honor STOP/HELP, maintain suppression lists, and capture consent records. Carrier and platform registration (such as US A2P 10DLC) may add lead time outside our control; we flag this in every SOW timeline.
The care plan includes monitoring, fixing failures, recovering failed messages where recoverable, keeping compliance configuration current, a monthly report of system activity, and one improvement per month within agreed scope. It is not an SLA guaranteeing uninterrupted third-party services (Twilio, Google, hosting), which are outside our control.
Our total liability for any engagement is capped at the fees paid for that engagement in the preceding 12 months. We are not liable for indirect or consequential damages, or for outcomes dependent on the client's own operations (e.g., whether the client calls a lead back). Nothing here limits liability that cannot lawfully be limited.
Either party may end a care plan with notice effective the next billing cycle. Because clients own their systems, everything keeps running after we part ways — that is the point.
pranish@getreplyminute.com — ReplyMinute, operated from Kathmandu, Nepal, serving US businesses.