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FollowDon AI Consulting LLC

Terms and Conditions

Effective Date: February 15, 2026

1. Acceptance of Terms

By engaging the services of FollowDon AI Consulting LLC, a District of Columbia limited liability company (“Company,” “we,” “us,” or “our”), you (“Client” or “you”) agree to be bound by these Terms and Conditions. If you do not agree, do not use our services. These Terms govern all AI consulting, strategy, implementation, and training services provided by the Company.

2. Services

The Company provides artificial intelligence consulting services, including but not limited to:

  • AI strategy and advisory services
  • AI solution design, development, and implementation
  • AI-powered automation, chatbot, and workflow solutions
  • AI training, workshops, and organizational enablement
  • Ongoing AI support and optimization

The specific scope, deliverables, timeline, and fees for each engagement will be outlined in a separate Statement of Work (“SOW”) or service agreement executed by both parties.

3. Client Obligations

The Client agrees to:

  • Provide timely access to necessary data, systems, personnel, and information required for the engagement
  • Ensure that all data and materials provided to the Company are lawfully obtained and that the Client has the right to share them
  • Designate a primary point of contact with authority to make project decisions
  • Review and provide feedback on deliverables within agreed-upon timeframes
  • Comply with all applicable laws and regulations regarding the use of AI solutions delivered by the Company

4. Fees and Payment

Fees for services will be set forth in the applicable SOW. Unless otherwise specified:

  • Invoices are due within thirty (30) days of receipt
  • Late payments are subject to a fee of 1.5% per month or the maximum rate permitted by law, whichever is less
  • The Company reserves the right to suspend services for accounts more than thirty (30) days past due
  • The Client is responsible for all applicable taxes, excluding taxes on the Company's net income
  • Any expenses incurred by the Company on behalf of the Client (e.g., third-party AI platform fees, travel) will be pre-approved in writing and billed at cost

5. Change Orders and Scope Changes

If either party identifies a need to change the scope, deliverables, timeline, or fees described in an active SOW, the requesting party shall submit a written change order request. No changes to scope shall be effective until a written change order has been signed by both parties. Work performed outside the original SOW without an executed change order shall not be billable. The Company reserves the right to adjust timelines and fees to accommodate approved scope changes.

6. Intellectual Property

Company IP: The Company retains all rights to its pre-existing intellectual property, proprietary methodologies, frameworks, tools, templates, and general knowledge, including any improvements thereto made during the engagement. Nothing in these Terms transfers ownership of Company IP to the Client.

Client IP: The Client retains all rights to its pre-existing data, materials, and intellectual property provided to the Company during the engagement.

Deliverables: Upon full payment, the Client receives a non-exclusive, perpetual license to use the deliverables created specifically for the Client under the applicable SOW. Custom-developed AI models, code, and configurations created exclusively for the Client are assigned to the Client upon full payment, unless otherwise specified in the SOW.

AI-Generated Outputs: Outputs generated by AI systems during the engagement (e.g., model predictions, generated text, automated analyses) are considered part of the deliverables and are governed by the deliverables terms above. The Client acknowledges that AI-generated outputs may not be eligible for copyright protection under applicable law, and the Company makes no representation regarding the intellectual property status of AI-generated content.

Portfolio and Reference Rights: The Company may identify the Client as a customer and provide a general description of the services performed for portfolio and marketing purposes, unless the Client opts out in writing.

7. Confidentiality

Each party agrees to maintain the confidentiality of all non-public information received from the other party (“Confidential Information”) and to use it solely for the purposes of fulfilling obligations under these Terms. Confidential Information includes, without limitation, business information relating to projects, clients, proprietary ideas, trade secrets, services, costs, profit and margin information, finances, customers, marketing, current or future business plans, and technical and operational details. Each party shall limit disclosure of Confidential Information to its directors, officers, employees, and agents having a need to know and shall not disclose Confidential Information to any third party without prior written consent. This obligation survives termination of the engagement for a period of three (3) years. Confidential Information does not include information that: (a) was in the receiving party's possession prior to disclosure; (b) is or becomes publicly available through no fault of the receiving party; (c) is rightfully received from a third party without restriction; or (d) is independently developed without reference to the disclosing party's information.

8. Data Protection and Privacy

The Company will handle all Client Data in accordance with its Privacy Policy and applicable data protection laws. The Company will implement reasonable security measures and will not use Client Data for purposes outside the scope of the engagement without the Client's written consent. Where required by applicable law, the parties shall execute a Data Processing Addendum setting forth the specific terms of data processing, including the categories of data, processing purposes, security measures, and sub-processor requirements.

9. AI-Specific Disclaimers

The Client acknowledges and agrees that:

  • AI systems may produce results that are probabilistic in nature and may not be 100% accurate at all times
  • The Company does not guarantee specific business outcomes, revenue increases, or performance metrics from AI implementations unless explicitly stated in the SOW
  • AI models may require ongoing monitoring, tuning, and maintenance after initial deployment
  • The Client is responsible for reviewing and validating AI outputs before relying on them for critical business decisions
  • Regulatory requirements around AI use may change, and the Client is responsible for ensuring continued compliance in their use of delivered solutions
  • Third-party AI platforms and APIs used in service delivery are subject to their own terms and conditions, and the Company will disclose which platforms are used upon request
  • The Company will use commercially reasonable efforts to stay informed of material changes to third-party AI platform terms that may affect the Client's use of deliverables

10. Deliverable Acceptance

Upon delivery of each milestone or deliverable as specified in the SOW, the Client shall have ten (10) business days to review and either accept the deliverable or provide written notice of specific deficiencies (“Review Period”). If the Client does not respond within the Review Period, the deliverable shall be deemed accepted. If deficiencies are identified, the Company shall have a reasonable cure period (not to exceed fifteen (15) business days) to address the identified issues. Disputes regarding deliverable acceptance shall be resolved pursuant to Section 17 (Dispute Resolution).

11. Warranties and Disclaimers

The Company warrants that: (a) services will be performed in a professional and workmanlike manner consistent with industry standards; (b) the Company has the authority to enter into these Terms; and (c) to the Company's knowledge, the deliverables will not infringe any third-party intellectual property rights. If the Company breaches the warranty in clause (a), the Client's sole remedy is for the Company to re-perform the deficient services at no additional cost, provided the Client notifies the Company in writing within thirty (30) days of delivery.

EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE COMPANY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL FEES PAID BY THE CLIENT TO THE COMPANY UNDER THE APPLICABLE SOW DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM. IN NO EVENT SHALL THE COMPANY BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES.

The limitations in this section shall not apply to: (a) either party's breach of confidentiality obligations; (b) either party's indemnification obligations; or (c) damages arising from willful misconduct or gross negligence.

13. Indemnification

Client Indemnification: The Client agrees to indemnify, defend, and hold harmless the Company and its officers, directors, employees, and agents from any third-party claims, damages, liabilities, and expenses (including reasonable attorney's fees) arising from: (a) the Client's use of deliverables in violation of applicable law; (b) the Client's provision of data that infringes third-party rights; or (c) the Client's breach of these Terms.

Company Indemnification: The Company agrees to indemnify, defend, and hold harmless the Client from any third-party claims, damages, liabilities, and expenses (including reasonable attorney's fees) arising from: (a) the Company's infringement of third-party intellectual property rights in the deliverables (excluding any components provided by or directed by the Client); or (b) the Company's gross negligence or willful misconduct in performing the services.

14. Non-Solicitation

During the term of any active SOW and for twelve (12) months following its completion or termination, neither party shall directly solicit for employment or engagement any employee or contractor of the other party who was materially involved in the engagement, without the other party's prior written consent. This restriction does not apply to general recruitment advertising not specifically targeted at the other party's personnel.

15. Term and Termination

These Terms remain in effect for the duration of any active SOW. Either party may terminate an engagement with thirty (30) days' written notice. Either party may terminate immediately upon written notice if the other party materially breaches these Terms and fails to cure such breach within fifteen (15) days of receiving written notice of the breach. Upon termination:

  • The Client will pay for all services rendered and expenses incurred through the termination date
  • The Company will deliver all completed and in-progress work product for which payment has been received
  • Each party will return or destroy the other party's Confidential Information within thirty (30) days upon request, and certify destruction in writing if requested
  • Sections on Confidentiality, Intellectual Property, Limitation of Liability, Indemnification, Non-Solicitation, and Dispute Resolution survive termination

16. Force Majeure

Neither party shall be liable for delays or failures in performance resulting from causes beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, government actions, internet or infrastructure outages, or third-party AI platform disruptions. The affected party shall provide prompt written notice and use reasonable efforts to mitigate the impact. If a force majeure event continues for more than sixty (60) days, either party may terminate the affected SOW without liability.

17. Dispute Resolution

The parties agree to first attempt to resolve any disputes through good-faith negotiation. If unresolved within thirty (30) days, disputes shall be submitted to binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall be conducted by a single arbitrator and held in Washington, D.C., or remotely by mutual agreement. These Terms shall be governed by and construed in accordance with the laws of the District of Columbia, without regard to conflict of law principles. Each party shall bear its own costs and attorney's fees, unless the arbitrator determines otherwise.

18. Miscellaneous

  • Entire Agreement: These Terms, together with any SOW, change orders, and the Privacy Policy, constitute the entire agreement between the parties and supersede all prior agreements, written or oral, relating to the subject matter herein.
  • Amendment: These Terms may only be modified in writing signed by both parties.
  • Severability: If any provision is held unenforceable, the remaining provisions remain in full effect.
  • Assignment: Neither party may assign these Terms without prior written consent, except in connection with a merger or acquisition.
  • Waiver: Failure to enforce any provision does not constitute a waiver of future enforcement.
  • Notices: All notices under these Terms shall be in writing and sent to the email addresses on file for each party, or to such other address as a party may designate in writing.
  • Independent Contractor: The Company is an independent contractor. Nothing in these Terms creates an employment, agency, partnership, or joint venture relationship between the parties.

19. Contact Information

For questions regarding these Terms and Conditions, please contact:

FollowDon AI Consulting LLC
A District of Columbia Limited Liability Company
1717 N Street NW, Suite 1, Washington, DC 20036
Email: don@followdon.com