Terms of Service
Systems Flow | Issue 1 | April 2026 | Governing law: Estonia
1. Acceptance of Terms
These Terms apply to B2B engagements with Systems Flow. By signing a proposal or SOW, making payment, or instructing us to start work, you confirm acceptance and authority to bind your business.
If you do not agree to these Terms, do not engage our services.
2. Services
Systems Flow provides operational systems and automation infrastructure for service businesses.
- Conversion websites with lead capture and booking flows
- CRM pipelines and lead management
- Automated follow-up and outreach sequences
- Appointment booking infrastructure
- Payment-connected onboarding flows
- AI-powered chat widgets and assistants
- Operational dashboards and related implementation support
3. AI Chat Assistant
AI chat assistants are informational and assistive only and do not constitute professional advice.
Users are notified they are interacting with AI in line with Article 50 of EU Regulation 2024/1689 (EU AI Act).
Do not submit sensitive personal data through AI chat interfaces. Users may request a human response at any time.
4. Client Responsibilities
Clients must provide timely inputs, approvals, and lawful access necessary for delivery.
- Provide accurate content, assets, and approvals
- Maintain required account/platform access
- Nominate an authorised point of contact
- Review deliverables promptly to avoid timeline extensions
- Ensure lawful basis for personal data shared for processing
- Comply with third-party platform terms
5. Fees and Payment
Unless otherwise specified in the SOW: 50% deposit to start, 50% before handover. Deposits become non-refundable once build work starts.
Invoices are generally due within 14 calendar days where no specific date is listed.
- No production handover before full final payment clearance
- Third-party subscriptions are separate unless explicitly included in SOW
- Late invoices may lead to suspension or termination
- Overdue interest may apply at 8% p.a. above ECB base rate
- Payments may be processed through providers such as Stripe and DoDo Payments
6. Bookings and Discovery Calls
Discovery calls are free and do not create a paid contract.
Paid engagement starts only after signed proposal/SOW acceptance, written confirmation, and cleared initial deposit.
7. Scope Changes
Change Requests must be submitted in writing and approved before work begins on changed scope.
Each engagement includes up to two rounds of in-scope revisions; additional rounds may be billable change requests.
8. Acceptable Use
Deliverables may not be used unlawfully or abusively.
- No unlawful spam or abusive outreach
- No unlawful scraping/processing of personal data
- No harassment, fraud, phishing, or deceptive practices
- No violation of third-party platform terms of service
9. Third-Party Platforms
Solutions may depend on third-party tools. Platform outages, feature or pricing changes, and vendor actions are outside Systems Flow control.
Post-handover responsibilities vary by one-off, support retainer, or fully managed plans as defined in the SOW.
10. Deliverables and Intellectual Property
Client-owned assets remain client property. For one-off builds, rights in custom deliverables transfer after full payment, excluding Systems Flow background IP.
Third-party components remain subject to their own licenses. Portfolio use may occur for non-confidential work unless objected to in writing.
11. Confidentiality and Data Protection
Each party protects the other party confidential information. Confidentiality survives termination for 3 years.
Where we process personal data on your behalf, the DPA applies and takes precedence on data protection conflicts.
12. International Transfers and Sub-processors
Sub-processors may include entities outside the EEA. Transfer safeguards include SCCs or other lawful mechanisms.
A current sub-processor list is available at systems-flow.com/privacy.
13. AI Tools and EU AI Act Compliance
Systems Flow may use AI-assisted tools in delivery and aligns operations with EU AI Act obligations as they phase in.
Clients remain responsible for final review and approval of deliverables, including AI-assisted outputs.
14. Warranties and Disclaimers
Services are provided with reasonable skill and care under the SOW.
No warranty is given for uninterrupted or error-free operation after handover, especially where third-party services are involved.
15. Limitation of Liability
Liability exclusions do not apply to liabilities that cannot be excluded by law.
Subject to law, indirect or consequential losses are excluded and aggregate liability is contractually capped as set out in the Terms.
16. Force Majeure
Neither party is liable for delays/failures caused by events beyond reasonable control (for example natural disasters, regulatory action, outages, or infrastructure failures).
If force majeure continues beyond 30 days, either party may terminate affected engagement on written notice.
17. Dispute Resolution
Disputes follow a written-notice and good-faith negotiation process before mediation or legal proceedings.
Governing law is Estonia, with exclusive jurisdiction in Courts of Tallinn, Estonia.
18. Termination
Either party may terminate in line with SOW notice terms, or 14 days where unspecified.
Work completed and committed costs up to termination remain payable. Certain provisions survive termination including IP, confidentiality, liability, and dispute terms.
19. Changes to Terms
Terms may be updated over time. For active clients, material changes require written acceptance before taking effect for existing engagements.
Current terms are published at systems-flow.com/legal.
20. General
These Terms, together with applicable SOW and DPA, form the full agreement. Standard clauses on severability, waiver, assignment, and notices apply.
21. Contact
Systems Flow (sole trader), Oismae tee 44-32, 13512 Tallinn, Estonia.
General: kirill@systems-flow.com | Legal/DPA/DSAR: legal@systems-flow.com | Phone/WhatsApp: +372 5840 5646.
Governing law: Republic of Estonia | Jurisdiction: Courts of Tallinn, Estonia.
This document does not constitute legal advice. Review by a qualified legal professional is recommended before reliance.