Terms of Service

These Terms of Service (“Terms”) govern the purchase and delivery of AI agent services (“Services”) provided by Sienda Ltd (“Sienda”, “we”, “us”, “our”) to you (“Client”, “you”, “your”). By ordering, paying for, or using the Services, you agree to these Terms.

1) Company details

Sienda Ltd
Third Floor, 207 Regent St, London W1B 3HH, United Kingdom
Company No. 08194971 (Registered in England & Wales)
Email: hub@siendaweblines.com
Website: sienda.co.uk

2) Who these Terms are for

Our Services are primarily intended for business customers. If you are acting as a consumer, certain statutory rights may apply and nothing in these Terms is intended to limit those rights.

3) Definitions

Discovery Sprint: A time-boxed engagement producing an implementation-ready specification and acceptance tests for an AI agent.
Implementation Sprint: The build phase where an agent is implemented based on an agreed specification.
Managed Ops: An ongoing service for monitoring, maintenance, improvements, and operational support for the agent.
Deliverables: The outputs we provide (e.g., specifications, workflows, rule sets, prompt packs, test cases, documentation, configurations, code where applicable).
Client Systems: Your systems, tools, accounts, data stores, and environments (e.g., email, CRM, ticketing tools).

4) Scope of Services

We may offer one or more of the following:

4.1 Discovery Sprint (what you get)

Typically includes: workflow mapping, requirements capture, “must never do” rules, guardrails and escalation design, data inputs/outputs definition, success metrics, acceptance tests, and an implementation plan. The main purpose is to produce a clear blueprint that can be built reliably.

4.2 Implementation Sprint (what you get)

Build of the agent based on the agreed Discovery Sprint outputs (or other agreed spec), plus basic operationalisation such as logging/audit trail (where applicable), configuration, testing against agreed acceptance criteria, and handover documentation.

4.3 Managed Ops (what you get)

Ongoing monitoring, maintenance, knowledge/rule refresh, change control, incident handling within agreed hours/SLA (if purchased), and periodic reporting.

4.4 Client can build internally after Discovery Sprint

You may choose to have your internal team build the agent after the Discovery Sprint. In that case, we provide the Deliverables and (if agreed) reasonable clarification support, but we are not responsible for your internal implementation unless you contract us to implement it.

5) Ordering, start dates, and delivery

A Services order becomes binding when we confirm it in writing (including email) and/or payment is received (as applicable).
Start dates (“Target start window”) are indicative until confirmed in writing and may depend on your responsiveness, access provisioning, and required materials.
Delivery timelines depend on scope, access readiness, and change requests.

6) Fees, invoicing, and payment

Fees are as stated on sienda.co.uk, your proposal, invoice, or checkout page (as applicable).
Unless otherwise agreed: Sprints are payable in advance; Managed Ops is billed monthly in advance.
You are responsible for applicable taxes, duties, and bank/payment charges unless stated otherwise.
Late payment may result in suspension of work and/or access to deliverables until payment is received.

7) Changes, out-of-scope work, and assumptions

If you request changes that materially alter scope, we will treat them as a change request and may re-quote fees and timelines.
We may rely on reasonable assumptions if information is missing; where Strict/No-Guess policies apply, we will pause and request clarification.

8) Client responsibilities

You agree to:

Provide timely, accurate information and approvals.
Provide required access to Client Systems (where relevant), test accounts, and documentation.
Ensure you have the right to share any data provided to us and that it complies with law and your internal policies.
Not provide passwords, bank details, government ID numbers, or other sensitive personal data unless explicitly requested through a secure process and strictly necessary.

9) Data protection and confidentiality

Each party will keep the other party’s confidential information confidential and use it only for performing or receiving the Services.
We may use subcontractors where necessary, subject to confidentiality obligations.
If a separate NDA and/or Data Processing Addendum exists, it will take precedence where it conflicts with these Terms.
Our privacy approach is described on sienda.co.uk (see Privacy Policy).

10) AI-specific disclaimers

AI outputs may be incomplete, incorrect, or inconsistent. You remain responsible for decisions, actions, and compliance.
Unless explicitly agreed in writing, our Services do not constitute legal, medical, financial, tax, or regulatory advice.
You should not rely on AI outputs as the sole basis for high-stakes decisions without human review.

11) Intellectual property

11.1 Your materials

You retain ownership of your data, content, and materials you provide (“Client Materials”).

11.2 Our materials

We retain ownership of our pre-existing tools, methods, templates, libraries, and know-how (“Background IP”).

11.3 Deliverables licence / ownership

Unless otherwise stated in writing:

Upon full payment, you receive a perpetual, worldwide licence to use the Deliverables for your internal business purposes.
If we provide custom code specifically for you and it is designated as a deliverable, ownership transfers to you upon full payment, excluding any Background IP and third-party components.
If you build internally after Discovery Sprint, you may use the Deliverables as your build blueprint; you may not resell them as a standalone product or training pack without our written permission.

12) Third-party services and costs

If your solution uses third-party services (e.g., hosting, databases, messaging tools, model providers), you are responsible for those accounts and costs unless we explicitly include them in writing.

13) Warranties and remedies

We will perform the Services with reasonable care and skill. Where you are a consumer, this also reflects statutory protections regarding services. (Legislation.gov.uk)
If we fail to deliver material parts of the agreed Services, your remedy is for us to re-perform the affected Services or (at our discretion) provide a reasonable partial refund for the affected portion.

14) Limitation of liability

Nothing in these Terms excludes or limits liability that cannot legally be excluded, including liability for death or personal injury caused by negligence, and for fraud/fraudulent misrepresentation. (Legislation.gov.uk)
Subject to the above, and to the maximum extent permitted by law:

We are not liable for indirect or consequential losses, loss of profit, loss of revenue, loss of goodwill, or business interruption.
Our total aggregate liability to you for all claims arising out of or in connection with the Services will not exceed the fees you paid to us for the relevant Services in the three (3) months preceding the event giving rise to the claim (or, if the relevant Services were a fixed-fee sprint, the fees paid for that sprint), unless otherwise agreed in writing.

15) Termination

Either party may terminate:

If the other party commits a material breach and fails to remedy it within 14 days of written notice; or
Immediately if the other party becomes insolvent or ceases business.

On termination:

You remain liable for fees for work performed up to the termination date.
We will provide any Deliverables completed and paid for.

16) Force majeure

Neither party is liable for delays or failures caused by events beyond reasonable control (e.g., outages, strikes, severe disruption, acts of government).

17) Notices

Notices must be sent by email to hub@siendaweblines.com (and to the email address you used to engage us), and are deemed received when sent (unless the sender receives a delivery failure notice).

18) Assignment and subcontracting

You may not assign these Terms without our written consent. We may subcontract parts of the Services, remaining responsible for overall delivery.

19) Changes to these Terms

We may update these Terms from time to time. The version in force at the time of your order applies to that order.

20) Governing law and jurisdiction

These Terms are governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction over disputes.

Last updated 23 December 2025

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