Terms of Service

1. Acceptance of these terms

These Terms of Service ("Terms") form a binding agreement between you ("Client", "you") and airmirate ("airmirate", "we", "us", "our"), an ecommerce automation service operating out of Abuja, Federal Capital Territory, Nigeria. By engaging airmirate, signing a proposal, sending a deposit, or using any automation system we build for you, you agree to be bound by these Terms.

If you are entering this agreement on behalf of a company or other legal entity, you confirm that you have the authority to bind that entity, in which case "you" refers to that entity.

2. Description of services

airmirate designs and builds automated systems, primarily on the n8n workflow platform, that support two areas of ecommerce operations:

• Sales and revenue recovery automation, including abandoned cart recovery, win back sequences, and post purchase engagement.
• After sales support automation, including order status replies, return and refund handling, and customer facing AI agents.

The exact scope, deliverables, timeline, and price for any engagement are set out in a separate proposal, quote, or statement of work agreed between airmirate and the Client. Where the proposal and these Terms conflict, the proposal governs for that specific engagement.

3. Eligibility

Our services are intended for businesses and individuals operating a lawful ecommerce or social commerce operation. You must be at least 18 years old, or the age of majority in your jurisdiction, to enter into this agreement. You confirm that the information you provide to us, including business details and platform access, is accurate and that you have the legal right to grant us the access we request.

4. Client responsibilities

To deliver our services, we typically need the Client to:

• Provide timely access to relevant systems, such as Shopify, WooCommerce, BigCommerce, WhatsApp Business, email platforms, or courier and logistics accounts.
• Designate a point of contact who can respond to questions and approve deliverables within a reasonable time.
• Ensure that any content, product data, policies, or messaging supplied to us for use in automation is accurate and lawful.
• Maintain active subscriptions to any third party platform required for the automation to function, such as n8n hosting, the underlying ecommerce platform, or messaging providers.

Delays caused by the Client not providing access, approvals, or information in reasonable time may extend project timelines, and airmirate is not responsible for delays arising from this.

5. Fees and payment

Fees for our services are set out in the applicable proposal or invoice. Unless otherwise agreed in writing:

• A deposit is required before work begins, with the remaining balance due on agreed milestones or upon completion.
• Invoices are payable within seven days of the invoice date, unless a different period is stated on the invoice.
• Late payments may result in a pause of ongoing work or support until the outstanding balance is settled.
• Recurring or subscription based engagements, such as ongoing automation maintenance, are billed on the agreed cycle, typically monthly, and continue until cancelled in line with section 16.

Prices quoted to Nigerian clients are typically in Nigerian Naira (NGN). Prices quoted to clients outside Nigeria are typically in United States Dollars (USD) unless otherwise agreed. Any bank charges, currency conversion fees, or transfer costs are the responsibility of the paying party unless otherwise agreed in writing.

6. Foreign and international clients

airmirate welcomes clients located outside Nigeria. This section sets out additional terms that apply specifically to those engagements.

• Time zone. Our working hours and support windows are based on West Africa Time (WAT, UTC plus 1). Response time commitments in any proposal are measured against this time zone.
• Currency and taxes. Unless stated otherwise, quoted fees exclude any tax, duty, withholding tax, or levy that may apply in the Client's own country. The Client is responsible for any such amounts, other than taxes on airmirate's own income in Nigeria.
• Communication. Primary communication with international clients takes place by email, video call, and WhatsApp Business, given the practical difficulty of in person meetings across borders.
• Payment methods. International clients typically pay by international bank transfer or an agreed online payment processor. Any exchange rate used is the rate applied by the payment method at the time of transaction, not a rate guaranteed by airmirate.
• Local compliance. The Client is responsible for ensuring that its own use of automation tools, messaging platforms, and customer data complies with the laws of its own country, in addition to the data protection provisions in section 10.

7. Intellectual property

Once fees for a specific deliverable have been paid in full, the Client owns the specific automation workflow, configuration, and content created exclusively for that Client under the engagement, to the extent it does not include airmirate's pre existing tools or methodology described below.

airmirate retains ownership of its underlying frameworks, templates, methodology, general purpose workflow components, know how, and any tools developed prior to or independently of a specific engagement, even where these are used within a Client's automation. airmirate may reuse general techniques, non confidential learnings, and its own frameworks across other client engagements.

The Client retains all rights to its own brand, product data, customer data, and content supplied to airmirate for use in the automation.

8. Third party platforms

Our automation systems typically rely on third party platforms and services that airmirate does not own or control, including but not limited to Shopify, WooCommerce, BigCommerce, n8n, WhatsApp Business, Meta, email service providers, courier or logistics APIs, and payment processors.

airmirate is not responsible for outages, policy changes, pricing changes, feature removals, or service interruptions caused by these third party platforms. Where a third party platform changes its API, pricing, or terms in a way that affects an automation we have built, airmirate will make reasonable efforts to advise the Client and propose a fix, which may involve additional fees depending on the scope of work required.

9. Confidentiality

Each party agrees to keep confidential any non public business, technical, or financial information shared by the other party in connection with the engagement, and to use it only for the purpose of fulfilling the engagement. This obligation continues for two years after the engagement ends, and does not apply to information that is or becomes publicly available through no fault of the receiving party, or that the receiving party already lawfully held before disclosure.

10. Data protection

airmirate processes personal data in connection with this engagement in line with our Privacy Policy, the Nigeria Data Protection Act 2023, and, where applicable to the Client's own customers, the General Data Protection Regulation (GDPR) for clients or customers connected to the European Union or United Kingdom, and other applicable data protection laws.

Where airmirate processes the Client's customer data on the Client's behalf, for example order data or support messages moving through an automation, airmirate acts as a data processor and the Client remains the data controller responsible for its own customers' personal data, unless otherwise agreed in a separate data processing agreement.

11. Support and service levels

Support response times and service levels, where included in a proposal, are best efforts commitments measured during business hours, Monday to Friday, 9:00 AM to 6:00 PM WAT, excluding Nigerian public holidays. airmirate does not guarantee uninterrupted or error free operation of any automation, given its dependence on third party platforms outside our control as described in section 8.

12. Warranties and disclaimers

airmirate will perform services with reasonable skill and care. Except as expressly stated in these Terms or an agreed proposal, our services are provided on an as is basis, without warranties of any kind, whether express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non infringement.

airmirate does not guarantee any specific business outcome, including a specific level of revenue, conversion rate, cart recovery rate, or reduction in support tickets. Results referenced on our website or in proposals reflect outcomes achieved by specific clients and are not a guarantee of similar results for every business.

13. Limitation of liability

To the fullest extent permitted by applicable law, airmirate's total liability arising out of or related to an engagement, whether in contract, tort, or otherwise, will not exceed the total fees paid by the Client to airmirate for that specific engagement in the three months preceding the event giving rise to the claim.

airmirate will not be liable for indirect, incidental, special, consequential, or punitive damages, including loss of profit, loss of revenue, loss of data, or business interruption, even if advised of the possibility of such damages.

Nothing in these Terms limits or excludes liability that cannot lawfully be limited or excluded under applicable law, including liability for fraud or willful misconduct.

14. Indemnification

The Client agrees to indemnify and hold airmirate harmless from any claim, loss, or expense arising from the Client's breach of these Terms, the Client's misuse of an automation system, or content and data supplied by the Client that infringes the rights of a third party or violates applicable law.

15. Termination

Either party may terminate an ongoing engagement by providing 14 days written notice, unless a different notice period is agreed in the applicable proposal. airmirate may suspend or terminate services immediately if the Client fails to pay outstanding fees, breaches these Terms, or uses our services for an unlawful purpose.

Upon termination, the Client remains responsible for fees for work completed up to the effective date of termination. Sections relating to intellectual property, confidentiality, limitation of liability, indemnification, and governing law survive termination.

16. Cancellation and refunds

Deposits paid to begin a project are generally non refundable once work has commenced, given the time and resources committed at the start of an engagement. Where a Client cancels before work has begun, airmirate will refund the deposit less any costs already reasonably incurred.

For recurring monthly engagements, the Client may cancel future billing cycles at any time by providing notice as described in section 15. Fees already paid for the current billing cycle are not refunded for early cancellation within that cycle.

17. Force majeure

Neither party is liable for delay or failure to perform an obligation under these Terms where the delay or failure results from circumstances beyond that party's reasonable control, including natural disaster, power or internet infrastructure failure, government action, civil unrest, or widespread outages of third party platforms referenced in section 8.

18. Governing law and disputes

These Terms are governed by the laws of the Federal Republic of Nigeria, regardless of the Client's own location or where the Client accesses our services from.

The parties will first attempt to resolve any dispute in good faith through direct negotiation. If a dispute cannot be resolved this way within 30 days, it will be referred to arbitration under the rules of the Lagos Court of Arbitration, seated in Abuja, Nigeria, and conducted in English. This applies equally to Nigerian and foreign clients. Nothing in this section prevents either party from seeking urgent injunctive relief from a competent court where necessary.

19. Changes to these terms

airmirate may update these Terms from time to time. Where a change materially affects an active engagement, we will notify the Client by email before the change takes effect. Continued use of our services after a change takes effect constitutes acceptance of the updated Terms.

20. General provisions

Severability. If any provision of these Terms is found unenforceable, the remaining provisions continue in full force.

Entire agreement. These Terms, together with any signed proposal or statement of work, form the entire agreement between the parties and supersede any prior discussions relating to the same engagement.

Assignment. The Client may not assign this agreement without airmirate's written consent. airmirate may assign this agreement in connection with a merger, acquisition, or sale of substantially all of its assets.

No partnership. Nothing in these Terms creates a partnership, joint venture, or employment relationship between the parties.

21. Contact us

Questions about these Terms can be sent to airmiratedigital@gmail.com, or by WhatsApp to +234 704 735 8504. airmirate is based in Abuja, Federal Capital Territory, Nigeria.