Terms of Service.

1. Scope and provider

The provider is ELITE LABS, S.L.U., Paseo Illetas 4, local 4, 07181 Calvià (Illes Balears), Spain, CIF B23903016 (the “Provider”). Performance Bots is offered exclusively to businesses, not to consumers.

These terms govern all contracts for the provision of Performance Bots, including the included website and any booked skills. Deviating terms of the customer do not apply unless the Provider expressly agrees to them in text form.

2. Subject of the contract

The Provider renders a managed marketing service: an AI-based digital assistant (“Performance Bot”) under daily human supervision takes on tasks – depending on the booked scope – across website, visibility, advertising and content. Every configuration includes a website newly built and operated by the Provider.

The Provider owes a professional service in line with the state of the art, not the achievement of a specific commercial result (e.g. particular rankings, traffic, enquiries or revenue).

No employment, temporary-work or corporate relationship is created. Terms such as “hire” or “team member” are descriptive.

3. Conclusion of contract

The contract is concluded when the customer completes the online order process (configurator and checkout) and the Provider confirms the order, at the latest when setup work begins – or upon mutual acceptance of an individual offer.

The Performance Bot usually reports for duty within 10 business days of the contract being concluded and the customer providing the required cooperation. Onboarding slots per month are limited; if the start is delayed by more than 20 business days for reasons attributable to the Provider, the customer may withdraw from the contract and any payments made will be refunded.

4. Scope of services

The scope of services follows from the chosen configuration (base plus booked skills or package) as described at the time of ordering. The base includes in particular: a new website including operation (hosting, maintenance, updates, SSL), website changes on request, personal advice via chat and a weekly results report.

“Unlimited changes” refers to the number of requests; they are subject to the fair-use provisions of section 5. Turnaround indications (e.g. “live in minutes”) are typical empirical values, not guaranteed deadlines.

The Performance Bots operate under ongoing human supervision: experienced people set their direction, strategy and learning curve. The Provider may reject or adapt requests that are unlawful, violate platform policies or endanger the security or integrity of the systems.

5. Fair use and AI usage quotas

The services rely on AI models whose computing power is measured in processing units (“tokens”). Each configuration includes a monthly usage quota of such processing units. The quota is sized to comfortably cover the typical, proper use of a single business location within the booked scope; the Provider communicates the applicable amount on request or displays it in the dashboard.

If usage reaches an exceptional level (in particular where the monthly quota is about to be exhausted), the Provider informs the customer in good time, usually from around 80% utilisation. Once the quota is exhausted, the Provider may defer further requests to the following month, process them with reduced priority or offer the customer an additional quota. Additional costs arise only with the customer's express consent.

Unused quotas lapse at the end of the respective billing month; carry-over or payout is excluded.

The following are prohibited in particular: making the services available to third parties (with or without charge), use for projects or locations other than those contracted, automated bulk requests without a business purpose, and attempts to circumvent security or quota mechanisms. In the event of significant or repeated violations, the Provider may suspend the service after prior notice and terminate the contract for good cause.

6. Customer's duties to cooperate

The customer provides in good time all required cooperation, in particular access and permissions (e.g. domain, Google and Meta accounts, analytics tools), required content and information, and prompt approvals where agreed.

The customer warrants that content provided by them is free of third-party rights and remains responsible for the substantive and legal permissibility of their products, claims and offers – in particular in the health sector (e.g. health-advertising rules). The Provider supports with corresponding skills but does not provide legal advice.

Delays caused by missing cooperation are not attributable to the Provider; agreed timelines shift accordingly.

7. Advertising budgets

Advertising budgets (e.g. for Google, Meta or TikTok ads) are not included in the fees. They are owed by the customer directly to the respective platform and billed via the customer's own accounts. The Provider manages the campaigns within the agreed scope.

8. Prices and payment

The prices displayed at the time of ordering apply: a monthly fee (due in advance) and a one-time setup fee (due upon conclusion of the contract). All prices are exclusive of statutory VAT; for businesses in other EU member states the reverse-charge mechanism may apply.

Payment is processed via the payment provider Stripe (subscription with monthly collection). If a collection fails and a grace period expires without payment, the Provider may suspend the services after notice until outstanding amounts are settled.

Price changes for ongoing contracts are announced at least 30 days in advance in text form and take effect no earlier than the next billing period. The customer may terminate with ordinary notice before they take effect.

9. Term and termination

The contract runs for an indefinite period and can be terminated by either party, without a minimum term, effective at the end of the current monthly billing period. Termination requires text form (e.g. email); the Provider observes a notice period of 30 days.

The setup fee remunerates the individual onboarding and build (including website build and data connection). It is non-refundable once setup work has begun; section 3 paragraph 2 remains unaffected.

The right to extraordinary termination for good cause remains unaffected.

10. Data, work results and export

The knowledge files created in the project (analyses, decisions, project history) and the content created for the customer belong to the customer. The customer receives a copy in open, readable text formats on an ongoing basis or on request; export is possible at any time (“no lock-in”).

Upon full payment the customer receives a simple, perpetual right to use the content created for them and their website. Components under third-party licences (e.g. open-source software, fonts, stock material) remain subject to the respective licence terms. The Provider's internal tools, prompts, system architecture and know-how are not part of the contract.

The website belongs to the customer: its creation is covered by the setup fee, and the right of use under paragraph 2 survives the end of the contract. At the end of the contract the customer receives the complete website (source code, content and data) for continued use; the Provider supports the move to hosting of the customer's choice to a reasonable extent. Until the move is completed, and for no longer than 30 days after the end of the contract, the Provider keeps the website available on its infrastructure unless agreed otherwise.

11. Availability

The Provider strives for high availability of the operated website and chat channels but does not owe uninterrupted availability. Maintenance windows, force majeure and disruptions at third-party providers (e.g. hosting, AI, platform and communication services) may temporarily limit availability.

12. Warranty and liability

The Provider is liable without limitation for intent and gross negligence as well as for injury to life, body and health.

In cases of slight negligence the Provider is liable only for the breach of essential contractual obligations (obligations whose fulfilment makes the proper performance of the contract possible in the first place), limited to the foreseeable damage typical for the contract and in total to the fees paid by the customer in the twelve months preceding the damaging event.

Liability for lost profit, indirect and consequential damage is excluded to the extent permitted by law. The Provider is not liable for decisions of third parties (e.g. ranking changes by search engines, account or ad suspensions by platforms) unless attributable to the Provider.

13. AI transparency

The services are rendered using AI systems; work results are AI-assisted and supervised by humans. The Provider designs this use transparently within the meaning of the EU AI Act. Where statutory labelling obligations for AI-generated content apply, the parties cooperate in implementing them.

14. Confidentiality and data protection

Both parties treat confidential information of the other party as confidential. The processing of personal data is governed by the Provider's privacy policy; where required, the parties conclude a data-processing agreement.

15. Changes to these terms

The Provider may amend these terms with effect for the future where there is a valid reason (e.g. changes in law, further development of the services). Amendments are announced in text form at least 30 days before taking effect. If the customer does not object before the effective date or terminates, the amended terms apply from the announced date.

16. Final provisions

Spanish law applies, excluding the UN Convention on Contracts for the International Sale of Goods. The exclusive place of jurisdiction is – to the extent permissible – Palma de Mallorca, Spain.

Should individual provisions be or become invalid, the validity of the remaining provisions remains unaffected.

These terms exist in German, English and Spanish; the German version prevails.