TONNIC AI Agency

Terms of Service

Version v2026-08-28, in effect since August 28, 2026.

Working Together

A successful partnership requires clarity on both sides. Here's how we approach our client relationships:

Our Project Process

  1. Discovery & Scoping: We start with a clear definition of what we'll build, including deliverables, timelines, and pricing. This becomes our shared roadmap.
  2. Development & Integration: We build your solution according to the agreed scope, keeping you updated throughout the process.
  3. Testing & Refinement: We test against the agreed scope and make adjustments, then hand the work to you for your own acceptance testing. See Testing and Acceptance below.
  4. Launch & Support: We deploy your solution and provide ongoing support and optimization.

Testing and Acceptance

What we test. We run smoke and regression testing against the agreed scope before anything goes live, and we tell you what we covered.

What we cannot test. We test against the agreed scope and against what we know. We do not know your business the way you do: how your customers actually behave, the quirks in your historical data, or the exceptions your team handles by habit. Those surface in your hands, not ours.

Your acceptance testing. Testing the solution against your real business, before launch, is yours to do. You know the edge cases. Where acceptance testing is limited, skipped, or rushed, the gaps it would have caught are change requests when they appear, not defects.

When a deliverable is accepted. A deliverable is accepted on the earlier of two events: your first use of it in your live business operations, or 10 business days after we notify you that it is ready for your acceptance testing. Our deploying, configuring, or enabling a deliverable on your behalf is not itself acceptance. Acceptance starts the warranty window described below.

Defects, Changes and the Warranty Window

We fix our mistakes for free. We charge for new work. Here is the line between them.

A defect is the solution failing to do what the agreed scope says it does. If we built it to do something and it does something else, or it stops doing it, that is ours to fix at no charge.

These are not defects:

Those are change requests. We are glad to do them, quoted or drawn against your retainer at our then-current rates.

The warranty window. Report a defect within 30 days of acceptance and we fix it at no charge. After 30 days, defect fixes are billable at then-current rates, or covered by an active maintenance or retainer arrangement if you have one.

How to report. In writing, with a specific example: what happened, when, and the record, call, or message it happened on. We cannot fix what we cannot reproduce. If we need an example from you before we can start, the warranty window extends by the time we spend waiting for it.

Your remedy. For any defect, our fixing it, or re-performing the affected work if we choose to, is your sole and exclusive remedy.

Payment & Refund Policy

We believe in transparent pricing and fair policies:

Overdue amounts. Invoices are due on the date shown on the invoice. Amounts still unpaid after that date carry interest at 1.5% per month, which is 18% per year, calculated from the due date until the amount is paid in full.

Suspension. Where an amount is more than 30 days overdue, we may give you written notice and then suspend work, withhold deliverables, and pause access to anything we host or operate for you, until your account is current. Suspension does not pause anything you owe us, and time lost to it does not count as our delay. We would always rather talk about it than do this, so tell us early if payment is going to be late.

Engagement Models, Retainers & Dormant Engagements

We bill three ways: fixed-price projects (quoted per scope, time not tracked), retainers (a monthly allocation of tracked hours), and fractional engagements (a monthly fee for embedded senior partnership, deliverable-driven, time not tracked).

Ending an Engagement

By choice. Either of us may end an engagement for any reason on 30 days' written notice. You pay for work performed up to the effective date, together with any third-party commitments we made on your behalf that we cannot cancel.

For breach. Either of us may end an engagement immediately if the other is in material breach and has not fixed it within 15 days of written notice describing what the breach is. An amount more than 30 days overdue is a material breach.

What happens next. We invoice work performed and not yet billed. Amounts already paid for completed work are not refundable, as set out above. Once your account is paid in full we will hand over the deliverables produced up to that point, and the credentials and access we hold for your systems.

What survives. Ending an engagement does not affect intellectual property that has already transferred to you, confidentiality, the limitation of liability, the governing law and forum provisions, or any amount owing.

Our Roles & Responsibilities

What We'll Do

What We Need From You

Third-Party Services & Limitations

Common Third-Party Limitations

Different platforms have different constraints that may affect your solution:

Setting AI Expectations

Artificial Intelligence is powerful but has natural limitations:

Data Security & Privacy

We take the security and privacy of your data seriously:

Legal Essentials

While we prefer plain language, certain legal provisions are necessary to protect both parties:

Intellectual Property

We retain ownership of our pre-existing tools, frameworks, and methodologies. You own your data.

You own the custom solutions we create specifically for you, and that ownership transfers to you once you have paid for them in full. Until then we keep title, and you have our permission to use the work for the purpose it was built for. Nothing here is meant to interrupt your business while an invoice is in flight.

Some deliverables include third-party or open-source components that we do not own and cannot transfer to anyone. Those stay under their own licenses, and what you receive is the benefit of those licenses rather than ownership of the component itself.

Limitation of Liability

Our liability is limited to the amount paid for our services. We're not liable for indirect or consequential damages, third-party service failures, or issues caused by inaccurate client data.

Warranties

We warrant our services will be performed professionally and according to industry standards. However, we don't guarantee specific business outcomes or third-party platform performance.

Defects in a deliverable are handled under Testing and Acceptance and Defects, Changes and the Warranty Window above, which set out the reporting window and your remedy.

Governing Law & Disputes

These terms and each engagement are governed by the laws of Alberta and the federal laws of Canada that apply in Alberta.

Except as described below, any court proceeding related to these terms or an engagement must be brought only in the courts of Alberta in Edmonton.

We may instead bring a claim for unpaid fees in any court that has jurisdiction over the client or its assets. If we do, the client may bring any related counterclaim in that same proceeding.

Nothing here prevents either party from using the Federal Court of Canada for an intellectual property matter within that court's jurisdiction, from asking any court with jurisdiction for an urgent temporary order, including to protect confidential information or intellectual property, or from enforcing a judgment wherever the other party or its assets are located.

No Waiver

If we reinstate hours, waive a fee, or decline to enforce any part of these terms on one occasion, that does not waive our right to enforce them on any other occasion, and does not create a practice, precedent, or expectation for future engagements.

Changes to These Terms

We may update these terms occasionally. We'll notify you of significant changes 30 days before they take effect. Continued use of our services after changes indicates your acceptance of the updated terms.

Every version carries a version number and an effective date, and superseded versions stay published at a permanent address so you can always read the version that applied to your engagement. See the version history. Where an invoice, proposal, or statement of work cites a specific version, that version governs that engagement, and later changes to this page do not alter it. Where an invoice does not cite a version, the version in effect on the invoice date governs the services covered by that invoice.