Effective Date: October, 2025

1.0 Deliverables

Upon full payment, client receives perpetual license to use deliverables for internal business purposes. Client may not:

  • Resell or distribute deliverables

  • Reverse engineer proprietary methods

  • Use for competitive purposes

  • Remove proprietary markings

2.0 Open Source

Code using open-source libraries remains subject to respective licenses. We will disclose licenses used.

3.0 Confidentiality
3.1 Definition

“Confidential Information” includes business plans, financial data, customer information, technical specifications, and any information marked confidential.

3.2 Obligations

Both parties will:

  • Maintain confidentiality

  • Use only for agreed purposes

  • Limit access to need-to-know personnel

  • Return or destroy upon request

3.3 Exceptions

Confidential Information excludes information that:

  • Is publicly available

  • Was independently developed

  • Was rightfully received from third party

  • Must be disclosed by law

3.4 Duration

Obligations survive for 5 years after contract termination.

4.0 Data Protection and Security

4.1 GDPR Compliance

We process client data in accordance with GDPR. A separate Data Processing Agreement (DPA) will be executed defining:

  • Processing purposes and scope

  • Data subject rights procedures

  • Security measures

  • Sub-processor usage

  • Data breach protocols

4.2 Security Measures

We implement industry-standard security including:

  • Encryption in transit and at rest

  • Access controls and authentication

  • Regular security audits

  • Employee confidentiality agreements

  • Incident response procedures

4.3 Data Retention
  • Project data: Retained 30 days post-completion then deleted

  • Backups: Retained 90 days then securely deleted

  • Contractual records: Retained per legal requirements

5.0 Warranties and Disclaimers

5.1 Our Warranties

We warrant that:

  • Services will be performed professionally

  • We have rights to grant licenses provided

  • Services will substantially conform to specifications

  • We will comply with applicable laws

5.2 Client Warranties

Client warrants that:

  • Data provided is accurate and legally obtained

  • Client has authority to engage services

  • Client will comply with all applicable laws

  • No malicious code in systems provided

5.3 Disclaimers

SERVICES PROVIDED “AS IS.” WE DISCLAIM ALL WARRANTIES NOT EXPRESSLY STATED, INCLUDING:

  • IMPLIED WARRANTIES OF MERCHANTABILITY

  • FITNESS FOR PARTICULAR PURPOSE

  • NON-INFRINGEMENT

  • SPECIFIC REVENUE RESULTS
    We do not guarantee:

  • Specific revenue increases

  • Exact forecast accuracy percentages

  • Elimination of all revenue problems

  • Compatibility with all systems
    Predictions and forecasts are estimates based on data analysis and may not reflect actual future results.

6.0 Limitation of Liability

6.1 Liability Cap

OUR TOTAL LIABILITY SHALL NOT EXCEED THE FEES PAID IN THE 12 MONTHS PRECEDING THE CLAIM.

6.2 Excluded Damages

WE ARE NOT LIABLE FOR:

  • INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES

  • LOST PROFITS OR REVENUE

  • LOST DATA (beyond agreed backups)

  • BUSINESS INTERRUPTION

  • LOSS OF GOODWILL
    Even if advised of possibility of such damages.

6.3 Exceptions

Liability limitations do not apply to:

  • Intentional misconduct or gross negligence

  • Death or personal injury

  • Fraud or fraudulent misrepresentation

  • Violations of law that cannot be limited

6.4 Client Liability

Client is liable for:

  • Data accuracy and legality

  • Compliance with laws

  • Actions of client personnel

  • Use of deliverables

7.0 Indemnification

7.1 Client Indemnity

Client will indemnify us against claims arising from:

  • Client’s data (accuracy, legality, IP infringement)

  • Client’s use of deliverables

  • Client’s breach of Terms

  • Client’s violation of laws

7.2 Our Indemnity

We will indemnify client against claims that our deliverables infringe third-party IP rights, provided client:

  • Notifies us promptly

  • Gives us control of defense

  • Cooperates reasonably
    Our remedy: Modify deliverable, obtain license, or refund fees.

8.0 Term and Termination

8.1 Term
  • Pilot Programs: 4 weeks from start date

  • Implementation Projects: Per project plan (typically 3–6 months)

  • Monthly Services: Month-to-month, renewable automatically

8.2 Termination for Convenience
  • Pilot Programs: No termination (short-term, fixed)

  • Implementation Projects: Either party with 30 days’ written notice

  • Monthly Services: Either party with 30 days’ written notice
    If client terminates implementation project:

  • Pay for work completed to date

  • Pay 50% of remaining contracted fees

  • Receive deliverables completed to date

8.3 Termination for Cause

Either party may terminate immediately if other party:

  • Materially breaches and fails to cure within 30 days

  • Becomes insolvent or bankrupt

  • Violates confidentiality obligations

  • Engages in illegal activity

8.4 Effect of Termination

Upon termination:

  • Client pays all amounts due

  • We deliver completed work

  • Each party returns Confidential Information

  • Provisions that survive termination remain in effect

8.5 Survival

These provisions survive termination:

  • Payment obligations

  • Intellectual Property (Section 1)

  • Confidentiality (Section 3)

  • Warranties and Disclaimers (Section 5)

  • Limitation of Liability (Section 6)

  • Indemnification (Section 7)

9.0 Money-Back Guarantee

9.1 Pilot Programs

If not satisfied with pilot results, request refund within 7 days of delivery. We will refund 100% if:

  • Deliverables don’t meet agreed scope

  • Results are substantially inaccurate

  • Client provides documented quality issues

9.2 Implementation Projects

If no measurable revenue improvement within 90 days of completion, client may request refund of implementation fees (not monthly services). We will:

  • Review results jointly

  • Attempt remediation (30 days)

  • Refund if still no improvement
    “Measurable improvement” means one of:

  • Forecast accuracy improvement >10%

  • Pipeline conversion improvement >5%

  • Sales cycle reduction >5%

  • Churn reduction >5%

  • Other mutually agreed metrics
    Guarantee does not apply if:

  • Client failed to provide necessary data/access

  • Client didn’t implement recommendations

  • External factors beyond our control

  • Client terminated early

10.0 General Provisions

10.1 Governing Law

These Terms are governed by the laws of Germany. Any disputes will be subject to exclusive jurisdiction of German courts, with venue in Berlin.

10.2 Dispute Resolution

Before litigation, parties will attempt good-faith negotiation (30 days). If unsuccessful, parties may pursue mediation. For international clients: Disputes may be resolved via ICC (International Chamber of Commerce) arbitration in English language, seated in Berlin.

10.3 Entire Agreement

These Terms, together with any executed proposals, DPAs, and SOWs, constitute the entire agreement and supersede all prior agreements and understandings.

10.4 Amendments

We may update these Terms by posting revised version on website. Continued use after changes constitutes acceptance. Material changes will be notified via email.

10.5 Assignment

Client may not assign without our written consent. We may assign to affiliate or in connection with merger/acquisition.

10.6 Severability

If any provision is unenforceable, it will be modified to minimum extent necessary or severed, and remaining provisions remain in effect.

10.7 Waiver

Failure to enforce any right does not constitute waiver. Waivers must be in writing and signed.

10.8 Force Majeure

Neither party is liable for delays due to circumstances beyond reasonable control (natural disasters, pandemics, government actions, etc.).

10.9 Independent Contractors

Parties are independent contractors. Nothing creates partnership, agency, or employment relationship.

10.10 Notices

Notices must be in writing to:
GetRevIQ:
Email: hello@getreviq.com
Address: Ernst-Barlach-Strasse 50, 13059 Berlin, Germany
Client: To address provided in contract
Notices effective upon receipt.

10.11 Language

These Terms are in English. If translated, English version controls.

11.0 Contact

GetRevIQ
Victor Osakwe
Email: hello@getreviq.com
Phone: +4915678467609 
Address:Ernst-Barlach-Strasse 50, 13059 Berlin, Germany
Acceptance: By using our website or services, you acknowledge you have read, understood, and agree to these Terms of Service.