Terms & Conditions

1. Introduction and Acceptance of Terms

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Welcome to Sprout AI ("Sprout AI," "we," "us," or "our"), an AI advisory and implementation service operated by Sprout Media, based in Dubai, United Arab Emirates. These Terms and Conditions ("Terms") govern your access to and use of this website (the "Site"), along with any related services, tools, and content made available through the Site (collectively, the "Services").

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By accessing or using the Site, submitting an inquiry, booking a consultation, purchasing an AI Workflow Audit, or otherwise engaging with our Services, you ("you," "your," or "Client") confirm that you have read, understood, and agree to be bound by these Terms, along with our Privacy Policy, which is incorporated here by reference. If you do not agree to these Terms, you must stop using the Site and Services immediately.

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If you are accessing the Site or engaging our Services on behalf of a company or other legal entity, you confirm that you have the authority to bind that entity to these Terms. In that case, "you" refers to that entity.

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2. Services Offered

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Sprout AI provides AI consulting, automation, and enablement services designed to help businesses adopt and scale artificial intelligence within their operations. Our Services include, but are not limited to:

1. AI Workflow Audit. A paid diagnostic engagement in which we assess a client's existing workflows, tools, and processes to identify opportunities for automation and AI driven efficiency.
2. Custom Workflow Build & Implementation. Design and implementation of automated workflows using platforms such as Make, Zapier, and n8n, tailored to the client's operational needs.
3. AI Agent / Tool Development. Development of custom AI chatbots, virtual agents, and bespoke AI powered tools for client specific use cases.
4. Team Enablement & Adoption. Training programs, documentation, and standard operating procedures (SOPs) that support internal adoption of AI tools and workflows.
5. Managed Optimization. An ongoing, recurring service in which Sprout AI monitors, maintains, and continuously improves a client's deployed AI systems and workflows.

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Descriptions of these Services on the Site are for general informational purposes. The specific scope, deliverables, timeline, and fees for any engagement will be set out in a separate proposal, statement of work, order form, or service agreement (an "Engagement Agreement") mutually agreed between Sprout AI and the Client. If there is a conflict between these Terms and an Engagement Agreement, the Engagement Agreement governs for that specific engagement.

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We reserve the right to modify, suspend, or discontinue any Service, in whole or in part, at any time, with or without notice, except where doing so would materially affect an active Engagement Agreement. In that case, we will provide reasonable notice.

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3. User Accounts and Eligibility

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Certain features of the Site, such as booking a consultation, submitting an audit request, or accessing client materials, may require you to provide accurate contact and business information. You agree to:

• Provide accurate, current, and complete information when prompted
• Keep any login credentials or access links you're given confidential
• Notify us promptly of any unauthorized use of your account or access credentials
• Take responsibility for all activity that occurs under your account or access credentials

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You must be at least 18 years old, and legally able to enter into binding contracts, to engage our Services on behalf of yourself or an organization.

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4. User Conduct

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By using the Site, you agree that you will not:

• Use the Site or Services for any unlawful purpose or in violation of any applicable local, national, or international law or regulation
• Attempt to gain unauthorized access to the Site, our servers, or any systems or networks connected to the Site
• Interfere with, disrupt, or place undue burden on the Site's infrastructure, including through bots, scrapers, or other automated means that aren't expressly authorized
• Upload or transmit viruses, malware, or any other malicious code
• Misrepresent your identity or affiliation, or impersonate any person or entity
• Reverse engineer, decompile, or try to extract the source code of any proprietary tools, automations, or AI agents developed or deployed as part of the Services, except where that restriction is prohibited by law
• Use any content, workflows, or AI agents developed by Sprout AI to build a directly competing product or service without our prior written consent
• Submit false, misleading, or fraudulent information in connection with an Audit, Engagement Agreement, or payment

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We reserve the right to investigate and take appropriate action against anyone who, in our judgment, violates this section. This can include suspending or terminating access to the Site and/or Services, and referring the matter to law enforcement where appropriate.

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5. Intellectual Property

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5.1 Site and Brand Content

All content on the Site, including text, graphics, logos, the Sprout AI name and branding, case studies, illustrations, and the overall look and feel of the Site, is the property of Sprout AI and/or Sprout Media, or its licensors, and is protected by applicable copyright, trademark, and other intellectual property laws. You may not copy, reproduce, distribute, or create derivative works from Site content without our prior written consent.
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5.2 Deliverables

Ownership of deliverables created during a paid engagement, such as custom workflows, AI agents, or SOP documentation, is governed by the applicable Engagement Agreement. Unless otherwise stated in writing:

• Once payment is complete, the Client receives a license to use the specific deliverables created for them for their internal business purposes.
• Sprout AI retains ownership of its underlying methodologies, frameworks, pre existing tools, templates, and general know how used in delivering the Services, and may reuse non client specific components in engagements with other clients.
• Sprout AI reserves the right to reference the existence of a client engagement and use non confidential, aggregated, or anonymized results, for example in case studies, for marketing purposes, unless the Client has requested otherwise in writing.

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5.3 Third Party Platforms

Where Services involve integration with third party platforms, including Make, Zapier, and n8n, your use of those platforms remains subject to that third party's own terms of service. Sprout AI makes no representations about those platforms' availability, pricing, or functionality.

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5.4 Feedback

Any feedback, suggestions, or ideas you provide regarding the Site or Services may be used by Sprout AI without obligation or compensation to you.

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6. Privacy

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Your use of the Site and Services is also governed by our Privacy Policy. It explains how we collect, use, store, and protect information you provide to us, including contact details submitted through inquiry or booking forms and any business or operational data shared with us during an AI Workflow Audit or later engagement. By using the Site or Services, you consent to the data practices described in the Privacy Policy.

Where an engagement requires access to sensitive, proprietary, or confidential client data, for example for workflow audits or AI agent training, the handling, confidentiality, and security of that data will also be governed by the confidentiality provisions of the applicable Engagement Agreement and, where required, a separate Non Disclosure Agreement (NDA) or Data Processing Agreement (DPA).

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7. Payment Terms

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Where a Service involves payment, including the AI Workflow Audit, Custom Workflow Build & Implementation, AI Agent/Tool Development, Team Enablement, or Managed Optimization retainer, the following applies:

• Fees for each Service will be quoted in the applicable proposal, invoice, or Engagement Agreement, and are exclusive of applicable taxes (for example UAE VAT) unless stated otherwise.
• Billing. One time engagements, such as an Audit or a Workflow Build, are typically invoiced on a milestone or upfront schedule set out in the Engagement Agreement. Managed Optimization retainers are billed on a recurring monthly basis, in advance, unless otherwise agreed.
• Payment methods accepted will be specified at the time of invoicing, for example bank transfer or card payment.
• Late payment. Amounts not paid by the due date may be subject to late fees and/or suspension of ongoing Services until payment is received.
• Refunds. Fees for diagnostic services such as the AI Workflow Audit are generally non refundable once the audit has started, given the time and resources committed. Refunds for implementation or build engagements are assessed case by case based on work completed, as set out in the applicable Engagement Agreement. Refund requests should be submitted in writing within a reasonable time of the applicable payment.
• Cancellations. Either party may cancel an ongoing Managed Optimization retainer with 30 days written notice, without affecting fees already incurred for work performed before cancellation.

Nothing in this section limits any additional or more specific payment terms set out in an Engagement Agreement, which will take precedence for that engagement.

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8. Disclaimers

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The Site and Services are provided on an "as is" and "as available" basis. To the fullest extent permitted by applicable law:

• Sprout AI makes no warranties, express or implied, regarding the accuracy, completeness, reliability, or availability of the Site or any content on it.
• We do not guarantee that any AI driven workflow, agent, or tool we develop or recommend will be error free, uninterrupted, or achieve any specific business outcome, such as cost savings, revenue increases, or productivity gains, since those outcomes depend heavily on factors outside our control, including the Client's own systems, data quality, and adoption.
• AI generated outputs, recommendations, and automations may occasionally produce inaccurate, incomplete, or unexpected results. Clients are responsible for reviewing and validating outputs before relying on them in critical business processes.
• Any case studies, testimonials, or results referenced on the Site reflect specific client circumstances and are not a guarantee of similar results for any other client.

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9. Limitation of Liability

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To the maximum extent permitted by applicable law:

• Sprout AI, Sprout Media, and their respective officers, employees, and agents will not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, data, or business opportunity, arising out of or connected to your use of the Site or Services, even if advised of the possibility of such damages.
• Our total combined liability arising out of or relating to these Terms, the Site, or the Services, whether in contract, tort, or otherwise, will not exceed the total fees paid by you to Sprout AI in the six (6) months immediately before the event giving rise to the claim.
• Nothing in these Terms limits or excludes liability that cannot be limited or excluded under applicable law, including liability for fraud or willful misconduct.

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10. Indemnification

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You agree to indemnify, defend, and hold harmless Sprout AI, Sprout Media, and their respective officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal fees, arising out of or related to: (a) your violation of these Terms, (b) your misuse of the Site or Services, (c) any data or content you provide to us that infringes the rights of a third party, or (d) your violation of any applicable law.

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11. Termination

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We reserve the right to suspend or terminate your access to the Site or Services, at our discretion, at any time and without notice, including where we believe you have violated these Terms, engaged in fraudulent or unlawful activity, or where continued access poses a risk to Sprout AI, its systems, or other users.

Termination of an active paid engagement, such as a Managed Optimization retainer, will also be governed by the termination provisions of the applicable Engagement Agreement. Upon termination, your right to use any Sprout AI deliverables licensed to you continues only to the extent expressly permitted under the applicable Engagement Agreement, and all other rights and licenses granted to you under these Terms will end immediately.

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Sections of these Terms that by their nature should survive termination, including Intellectual Property, Disclaimers, Limitation of Liability, Indemnification, and Governing Law, will survive.

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12. Governing Law and Dispute Resolution

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These Terms, and any dispute arising out of or connected to them or your use of the Site or Services, are governed by and interpreted in accordance with the laws of the United Arab Emirates, or where applicable, the laws of the relevant Emirate or free zone in which Sprout Media is registered, for example Dubai. The courts of Dubai, United Arab Emirates have exclusive jurisdiction to settle any such dispute, without preventing the parties from agreeing to alternative dispute resolution, such as mediation or arbitration, on a case by case basis.

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13. Changes to These Terms

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We may update or modify these Terms from time to time to reflect changes in our Services, legal requirements, or business practices. The "Last Updated" date at the top of this page shows when these Terms were last revised. We will communicate material changes by posting a notice on the Site and, where you have an active engagement with us, by emailing the address on file.

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Continuing to use the Site or Services after any such changes take effect means you accept the revised Terms. If you don't agree to the revised Terms, you must stop using the Site and Services.

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14. Severability and Entire Agreement

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If any provision of these Terms is found unenforceable or invalid under applicable law, that provision will be limited or removed to the minimum extent necessary so the rest of these Terms remain in full force and effect. These Terms, together with our Privacy Policy and any applicable Engagement Agreement, make up the entire agreement between you and Sprout AI regarding your use of the Site and Services, and replace any prior agreements or understandings.

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15. Contact Information

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If you have any questions, concerns, or requests regarding these Terms, please contact us at:

Sprout AI (a service of Sprout Media)

Email: hello@sproutai.tech

Phone: +971 58 574 9109

Address: PO Box 44998, Dubai, UAE