Cysurance is ready to modernize its customer, partner, and underwriting workflows. This proposal outlines a phased approach to reduce manual workload, improve speed and accuracy, and build a scalable platform that creates lasting competitive advantage.
Strategic Philosophy: Each phase stands fully on its own, delivers measurable ROI, and prepares Cysurance for the next level of automation. You progress only when ready—after achieving results from the previous step.
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These Terms & Conditions ("Agreement") apply to all work performed by Prairie Giraffe LLC ("Consultant") for Client, as defined in the accompanying Statement of Work ("SOW").
1.1 Defined by SOW
The services, deliverables, features, and phases to be performed are defined in the SOW. Anything not specifically included is out of scope.
1.2 Changes to Scope
If Client requests additional features or modifications that affect time, cost, or complexity:
1.3 Dependencies
Delivery timelines depend on Client providing:
Delays may require revised timelines or additional fees.
2.1 Estimated Timelines
All timelines in the SOW are good-faith estimates. Due to project dependencies, third-party systems, and evolving needs, exact completion dates cannot be guaranteed.
2.2 Client Feedback Window
Client agrees to provide feedback or approvals within 5–7 business days of receiving a deliverable. If Client does not respond within this window, Consultant may treat the deliverable as provisionally approved for purposes of continuing progress.
Safe Harbor Clause: If Consultant proceeds based on provisional approval due to lack of timely Client response, this will not be considered a breach by Consultant, and does not waive Consultant's right to charge for additional work resulting from late feedback.
2.3 Revisions
Each major deliverable includes up to two (2) rounds of revisions. A "major deliverable" refers to a unit such as:
Revisions do not include new features, new business rules, or changes to previously approved work. Additional revisions may require additional fees.
3.1 Required Access
Client will provide Consultant with all needed access to systems, APIs, platforms, data, and documents.
3.2 Credential Security
Consultant will store and use credentials securely and only for the purposes of delivering the project. Client is encouraged to provide scoped, revocable access where possible.
3.3 Data Ownership
Client retains full ownership of its data, policies, documents, workflows, and proprietary content.
3.4 Data Use
Consultant will use Client data only for delivering the project and may share it only with subcontractors under confidentiality obligations.
3.5 Accuracy of Client Data
Consultant is not responsible for errors, delays, or incorrect outputs arising from incomplete, inaccurate, inconsistent, or outdated Client-provided data, business rules, or system access.
4.1 Deposit Requirement
Each project phase requires a 50% deposit at the time of phase approval. This deposit reserves Consultant's time and project window, covers initial planning, architecture, and environment setup, and allows Consultant to begin work immediately.
Deposit Refundability: The deposit is non-refundable except in cases of Consultant non-performance.
Definition of Non-Performance: Non-performance means Consultant fails to begin work on the agreed initial deliverables for that phase within 14 days of receiving deposit and all required access. Non-performance does not include delays caused by Client, scope changes, technology limitations, or third-party issues. Once work begins, deposits are considered fully earned.
4.2 Phase Completion Payment
The remaining 50% will be invoiced at the earlier of completion of the deliverables defined for that phase, or the original projected milestone date if work is substantially complete but delayed due to Client dependencies. Invoices are due within 14 days.
4.3 Optional Milestone Billing Structure
If agreed in writing, a phase may use: 50% deposit at start, 40% at delivery of primary build, 10% at final handoff or sign-off.
4.4 Late Payments
If payment is more than 15 days overdue, Consultant may pause work. If more than 30 days overdue, Consultant may release reserved production time, delay subsequent deliverables, and apply reasonable late fees or interest permitted by Wyoming law.
5.1 Client-Requested Pause
Client may pause the project with written notice. Consultant will invoice for all work completed to date. Consultant will hold the project slot for up to 60 days. If the pause exceeds 60 days, Consultant may require a re-estimate or restart fee due to scheduling constraints, technology updates, or changes in project context.
5.2 Abandonment
A project may be considered abandoned if Client is unresponsive for 30+ days, or fails to provide required data, feedback, or access for 30+ days. Upon abandonment, Consultant may close the project, and all work completed to that point will be invoiced immediately.
If assumptions were materially incorrect or work proves significantly more complex than anticipated, Consultant will notify Client promptly, propose revised scope, cost, or timeline, and pause the affected work until alignment is reached in writing.
7.1 Client IP
Client retains ownership of all brand assets, data, documents, and proprietary content.
7.2 Consultant IP
Consultant retains ownership of templates, internal tools and frameworks, prompt structures, AI patterns and logic strategies, and generic automations and methods. Consultant may reuse these elements in other projects so long as no confidential Client material is disclosed.
7.3 License to Client
Upon full payment for a phase, Client receives a perpetual, non-exclusive license to use all deliverables from that phase for its own internal business purposes.
Both parties agree to keep confidential information private, use it only for the project, and not disclose it except to authorized subcontractors under confidentiality obligations. Confidentiality obligations survive termination.
9.1 Professional Standard
Consultant will perform work in a professional and workmanlike manner.
9.2 No Guarantee of Outcomes
Consultant does not guarantee specific financial results, regulatory or compliance interpretations, underwriting outcomes, or that AI outputs will always be accurate.
9.3 Limitation of Liability
To the maximum extent permitted by law, Consultant's total liability is limited to the amount paid by Client for the phase giving rise to the claim. Consultant is not liable for indirect, consequential, special, punitive, or incidental damages, including lost profits, lost business, or lost data.
9.4 AI, Compliance & Underwriting Disclaimer
Consultant provides AI-powered tools and automations, not legal, regulatory, underwriting, or compliance advice. Client is solely responsible for reviewing AI outputs, validating accuracy, ensuring compliance with applicable regulations, and approving all binding decisions.
Either party may terminate with 14 days' written notice if the other party materially breaches and does not cure within that window, or immediately if required by law or for security concerns. Upon termination, Client will pay for all work completed and any time allocated to the project up to the effective termination date.
Before initiating legal action, both parties agree to attempt informal resolution, then participate in mediation in Wyoming. If unresolved, legal action may proceed under Wyoming jurisdiction.
This Agreement and the SOW represent the entire understanding between the parties and supersede any prior discussions. No verbal statements or external documents override this Agreement.
Version 1 — December 2024 | Each deliverable includes up to 2 rounds of revisions per Section 2.3 of Terms.
This phase builds the core engine that handles intake, role identification, quoting pre-fill, indicative pricing, and basic Q&A.
A guided question flow that identifies user type (MSP, end customer, partner) and collects required information.
Short, friction-free questions optimized for conversion.
This is the key deliverable. The system formats user data into the quoting system's required schema.
Instant price estimate based on revenue + risk factors (not a binding quote).
Answers common questions using only approved Cysurance documents.
User receives clean summary of inputs + indicative quote.
Track all submissions for internal analytics. Export-ready format.
Input sanitization, rate limiting, AI sandbox rules, audit logs.
Automation for MSP onboarding, sales routing, HubSpot creation, validation, and follow-up. Transforms intake into a revenue engine.
Separate route for partner onboarding with partner-level info collection.
Verifies company exists, flags mismatched info, blocks spam/low-quality leads.
Creates/updates contacts, creates deals with consistent naming, applies lifecycle stage, no duplicates.
Assigns leads to reps based on rules (territory, size, partner tier), sends notifications, logs decisions.
Logic-based follow-ups using Cysurance-approved message library. Hard guardrails: no generative outreach.
Partner flow volume, conversion rate, routing performance. Exportable.
Tokenized HubSpot connections, rate limiting, suspicious input detection.
Deep automation layer. AI processes policy docs, extracts key details, compares coverage, flags risks, and assists internal staff.
Accepts PDF uploads, validates file structure, rejects unsupported formats.
Extracts limits, deductibles, exclusions, retro dates, endorsements. Outputs JSON. Flags uncertainty.
Compares competitor policy to Cysurance policy. Highlights coverage gaps. Includes confidence scores.
Detects red flags. No binding underwriting decisions.
Internal-only chat for staff. Restricted document set. Logs every response with source citation.
Identifies policies up for renewal. Predicts retention likelihood.
Full audit trail, multi-layer validation, role-based access, document scanning.
Items not in scope for A/B/C but available later:
All Phase D items require separate SOW and pricing before work begins.
