Lab Agreement

DESIGN ME A SOLUTION LAB – CONSULTING AGREEMENT

Effective Date: [Date of signature / acceptance]

1. PARTIES

Consultant: Design Me a Solution Lab (trading name)
Operating as a sole-trader consultancy based in the United Kingdom.

Client: The individual named in the Build Spec who has accepted this Agreement.

2. DEFINITIONS

• "Build Spec" – The project specification document completed before work begins, defining scope, deliverables, and success criteria.
• "Deliverables" – The AI-powered digital product(s), prompts, workflows, and documentation described in the Build Spec.
• "Platform" – The enterprise AI platform used for building and hosting the solution.
• "Session" – A scheduled 90-minute working consultation.
• "Sprint" – The 4-week guided build engagement.

3. SERVICES

The Consultant agrees to provide:

1. Structural Review (£150–£250): A single 90-minute diagnostic session with written summary.
2. Build Sprint (£1,500–£3,500): Four weekly Sessions plus async support, resulting in deployed Deliverables per the Build Spec.
3. Hangar Retainer (£200–£500/month): Ongoing monthly support including one strategy call, prompt refinement, and priority async support.

The exact service and fee are confirmed in the Build Spec.

4. CLIENT RESPONSIBILITIES

The Client shall:

• Maintain an active AI Platform Pro account ($20/month) and sufficient usage credits.
• Attend scheduled Sessions or provide 48 hours' notice for rescheduling.
• Provide timely feedback and approvals as reasonably requested.
• Comply with Platform terms of service.

5. PAYMENT TERMS

• Structural Review: Full payment due before the Session.
• Build Sprint: 50% due on signing; 50% due on successful completion of Deliverables.
• Hangar Retainer: Monthly fee due in advance on the same calendar date each month.

Payments are accepted via bank transfer or Stripe. Invoices are payable within 7 days unless otherwise agreed.

6. INTELLECTUAL PROPERTY

• All Deliverables created for the Client become the Client's sole property upon full payment.
• The Consultant retains no licence to use, resell, or distribute the Deliverables.
• Pre-existing Consultant IP (generic prompt templates, methodologies) remains with the Consultant but is licensed to the Client for use in their solution at no additional cost.

7. CONFIDENTIALITY

Both parties agree to keep confidential any proprietary information shared during the engagement. This includes business ideas, customer data, and technical details. This obligation survives termination of the Agreement.

8. WARRANTIES & LIMITATIONS

• The Consultant warrants that services will be performed with reasonable skill and care.
• No guarantee of specific business outcomes (revenue, user acquisition, etc.) is made or implied.
• AI outputs depend on third-party platforms; the Consultant is not liable for platform changes, outages, or limitations.
• Maximum liability is limited to fees actually paid under this Agreement.

9. TERMINATION

• Either party may terminate with 14 days' written notice.
• On termination, the Client pays for work completed to date; any overpayment will be refunded pro-rata.
• Platform usage credits are non-refundable as they are consumed by the third-party provider.

10. CONSUMER RIGHTS (UK)

Where the Client is a consumer under UK law:

• The Client has a 14-day cooling-off period from the date of this Agreement to cancel without reason, unless services have begun with explicit consent.
• If services have begun during the cooling-off period with the Client's consent, the Client agrees to pay for services provided up to the point of cancellation.
• Nothing in this Agreement affects statutory rights under the Consumer Rights Act 2015.

11. DISPUTE RESOLUTION

Disputes shall be addressed first through good-faith negotiation. If unresolved within 30 days, parties agree to mediation before pursuing litigation. This Agreement is governed by English law, with exclusive jurisdiction in the courts of England and Wales.

12. ENTIRE AGREEMENT

This Agreement, together with the Build Spec, constitutes the entire agreement. Amendments must be in writing and signed by both parties.

ACCEPTANCE

By signing below (or clicking "I Accept" digitally), the Client confirms they have read, understood, and agreed to this Agreement.