Terms of Service
Last Updated: 22 April 2025
1. Acceptance of Terms
By accessing the website at convosumo.com (the "Site") or engaging Convo Sumo ("we," "us," or "our") for expense reduction services (the "Services"), you ("Client," "you") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you must not access the Site or use the Services.
2. Description of Services
Convo Sumo provides business expense reduction services. This involves analyzing Client's business expenses (including invoices, agreeements, subscriptions, supplier contracts, and other billing information), identifying potential savings opportunities using proprietary methods including AI and manual review, and, upon Client authorization, negotiating with suppliers or sourcing alternatives to achieve cost reductions. Services may also include providing strategic advice on cash flow management and expense optimization.
3. Client Obligations
To enable us to provide the Services effectively, you agree to:
- Provide accurate, complete, and timely information regarding your business expenses, supplier agreements, and any other relevant data requested by us.
- Grant necessary, limited authorization for us to communicate with your suppliers for the explicit purpose of analysis and negotiation, as mutually agreed upon.
- Designate a primary contact person within your organization for communication and approvals.
- Review and approve proposed strategies or negotiation outcomes in a timely manner.
- Inform us promptly of any changes in your supplier relationships or expense structures that may affect the Services.
- Cooperate reasonably with our requests related to the provision of the Services.
You represent and warrant that you have the necessary rights and authority to provide the Business Data to us and to authorize us to act on your behalf as described herein.
4. Fees and Payment (Performance-Based)
Our fees for the Services are primarily **performance-based**, calculated based on a mutually agreed formula based on the actual, verified cost savings achieved for your business as a direct result of our Services ("Savings").
- The specific percentage, the definition of "Savings," the measurement period, verification process, and payment terms will be detailed in a separate Service Agreement or Engagement Letter signed by both parties.
- **Guarantee:** If no verifiable Savings are achieved during the agreed measurement period as defined in the Service Agreement, no performance-based fee will be due for that period.
- We may require a separate fee for initial setup, non-performance by you, specific analysis reports, or other defined deliverables, which will be clearly outlined in the Service Agreement.
- Invoices are payable upon receipt or as otherwise specified in the Service Agreement. Late payments may incur interest charges.
5. Confidentiality
We acknowledge that the Business Data and other information you provide is confidential. We agree to:
- Use your Confidential Information solely for the purpose of providing the Services.
- Maintain the confidentiality of your information using at least the same degree of care we use to protect our own confidential information, but not less than a reasonable degree of care.
- Not disclose your Confidential Information to any third party, except as necessary to provide the Services (e.g., to a supplier during negotiation, with your prior consent), as required by law, or as permitted under the Privacy Policy.
Your obligation is to keep confidential any proprietary information related to our methodologies, tools, or processes that you may learn during the engagement.
These confidentiality obligations survive the termination of our engagement.
6. Intellectual Property
We retain all rights, title, and interest in and to our methodologies, tools, software, AI models, know-how, and any reports or analyses generated, excluding your underlying Business Data. You are granted a limited, non-exclusive, non-transferable license to use reports provided by us for your internal business purposes only.
7. Disclaimers and Limitation of Liability
- No Guarantee of Specific Results: While we strive to achieve significant savings and operate on a performance-based model which guarantees value, we do not guarantee any specific amount or percentage of cost reduction. Savings depend on various factors, including market conditions, supplier flexibility, and your existing contractual obligations.
- Services "As Is": The Services and the Site are provided on an "as is" and "as available" basis. We disclaim all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement.
- Limitation of Liability: To the maximum extent permitted by law, Convo Sumo, its affiliates, officers, directors, employees, or agents shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or goodwill, arising out of or in connection with your access to or use of the Site or Services, even if we have been advised of the possibility of such damages.
- Our total cumulative liability arising out of, or related to the Services or these Terms shall not exceed the total fees paid by you to us under the applicable Service Agreement in any twelve (12) months preceding the event giving rise to the claim.
- We are not responsible for the actions, contracts, or performance of your suppliers.
8. Term and Termination
The term of the Services will be specified in the Service Agreement. Either party may terminate the Service Agreement with written notice if the other party materially breaches these Terms or the Service Agreement and fails to cure such breach within a reasonable period (e.g., 30 days) after receiving notice. Specific termination clauses, including effects on fees for savings already secured, will be detailed in the Service Agreement.
9. Governing Law
These Terms shall be governed by and construed in accordance with the laws of Queensland in Australia, without regard to its conflict of law principles.
10. Changes to Terms
We reserve the right to modify these Terms at any time. We will notify you of significant changes by posting the new Terms on the Site and updating the "Last Updated" date. Your continued use of the Site or Services after such changes constitutes your acceptance of the new Terms.
11. Contact Us
If you have any questions about these Terms of Service, please contact us at:
Email: [email protected]