Legal
Master Services Agreement
The terms governing the provision of services by Small Step Big Step Ltd. This agreement becomes effective when a client first engages our services, signs a proposal, or uses any services we provide.
This Master Services Agreement ("Agreement") is entered into between Small Step Big Step Ltd, a company registered in England and Wales (the "Service Provider"), and any organisation or individual engaging services from Small Step Big Step (the "Client"). Together referred to as the "Parties."
Section 1
Scope of Services
Small Step Big Step provides AI automation, CRM enablement, lead engagement systems, data cleansing, communications automation, and related consulting services (the "Services").
Services may include but are not limited to:
- AI-powered lead engagement and messaging
- CRM configuration and automation
- Database reactivation campaigns
- Workflow automation
- Voice AI and conversational automation
- Data cleansing and enrichment
- Integration of third-party tools
Specific services may be defined in proposals, statements of work, onboarding documents, or written communication between the Parties.
Section 2
CRM Platform and Growth Stack Offering
Small Step Big Step may provide Clients access to a CRM environment as part of its Growth Stack service offering. This may include a CRM instance hosted within a platform managed by Small Step Big Step or its partners. Where provided, the CRM account may be provisioned under the Small Step Big Step master platform and the Client may operate within a dedicated sub-account.
The Growth Stack CRM may remain free of platform licence fees for the life of the client relationship, subject to continued engagement with Small Step Big Step services.
Third-party platform costs, messaging fees, AI usage fees, or external subscriptions required for functionality are the responsibility of the Client unless explicitly agreed otherwise.
Section 3
Data Ownership
All customer data, contact records, communication history, campaign data, and related information stored within systems used to deliver the Services remain the sole property of the Client.
Small Step Big Step acts solely as a data processor and platform administrator for the purpose of delivering the Services. The Client retains full ownership of all CRM data including contact records, communication history, lead and customer metadata, campaign results, and uploaded files and documents.
Small Step Big Step does not claim ownership of Client data.
Section 4
CRM Account Transfer and Offboarding
If services terminate for any reason, the Client retains the right to export all CRM data in a standard format, transfer the CRM account or sub-account into their own control, and migrate the account to another provider.
Small Step Big Step will provide reasonable assistance to facilitate such transfer. This assistance may be subject to settlement of any outstanding invoices and payment of applicable third-party platform fees. Platform providers may impose their own transfer or licensing conditions.
Section 5
Insolvency and Business Continuity
In the event of insolvency, administration, liquidation, or cessation of trading by Small Step Big Step Ltd, the Client shall retain the right to access, export, or transfer their data without restriction.
Small Step Big Step will take reasonable steps to notify Clients in advance of any such event where possible, and will cooperate with any appointed insolvency practitioner to facilitate the orderly transfer of Client data and CRM accounts.
This clause survives termination of the Agreement and is not affected by any outstanding invoices or disputes.
Section 6
Client Data Compliance (Marketing & CRM Use)
The Client warrants that any contact data, personal data, or communication records supplied to Small Step Big Step have been collected and maintained in compliance with applicable laws including UK GDPR, the Data Protection Act 2018, and the Privacy and Electronic Communications Regulations (PECR).
The Client is responsible for ensuring lawful basis for processing, consent where required, and compliance with marketing regulations.
Small Step Big Step acts only as a processor or service provider and does not assume responsibility for the original collection of data or the Client's lawful basis for contacting individuals.
Section 7
Third-Party Platforms
Services may rely on third-party platforms including CRM platforms, messaging providers, AI service providers, workflow automation tools, and voice or transcription platforms. Examples may include GoHighLevel, OpenAI, Twilio, Zapier, Vapi, ElevenLabs, Speechmatics, and similar services.
The Client acknowledges that these platforms operate under their own terms and conditions, that Small Step Big Step does not control their uptime or performance, and that platform outages, API changes, or provider policy changes may affect service delivery.
Section 8
Fees and Payment
Fees for services may include setup fees, monthly service fees, usage-based fees, third-party platform costs, and messaging or AI usage charges.
Payment terms are typically monthly in advance unless otherwise agreed. Invoices are due within 14 days of issue unless stated otherwise.
Section 9
Suspension for Non-Payment
If payment is not received within the agreed terms, Small Step Big Step reserves the right to suspend access to CRM platforms, pause automation workflows, and suspend messaging or AI services until outstanding invoices are settled.
Where possible, reasonable notice will be provided before suspension. Suspension does not remove the Client's obligation to pay outstanding invoices.
Section 10
Confidentiality
Each Party agrees to protect confidential information received from the other Party. Confidential information may include customer data, business strategies, marketing plans, automation workflows, and proprietary systems.
Confidential information shall not be disclosed to third parties without written consent unless required by law. Separate Non-Disclosure Agreements may also apply where executed.
Section 11
Data Protection
Where personal data is processed in the provision of Services, the Client acts as Data Controller and Small Step Big Step acts as Data Processor.
Processing will be governed by the applicable Data Processing Agreement (DPA) between the Parties. The DPA is incorporated into and forms part of this Master Services Agreement. In the event of any conflict between the terms of this Agreement and the DPA, the terms of the DPA shall prevail in respect of data protection matters.
Where personal data is processed, the Parties agree that the DPA constitutes the complete agreement between them regarding data processing and supersedes any prior arrangements on that subject.
Section 12
AI and Automation Disclaimer
Small Step Big Step may deploy AI tools to generate content, automate workflows, or assist with communication. The Client acknowledges that AI systems produce outputs based on probabilistic models, outputs may occasionally contain inaccuracies or unexpected results, automated communications may require human oversight, and Small Step Big Step does not guarantee the accuracy of AI-generated content.
Clients are responsible for reviewing and approving automation logic and campaign messaging before deployment where appropriate.
Section 13
Limitation of Liability
Small Step Big Step shall not be liable for indirect or consequential losses including loss of revenue, loss of profits, loss of business opportunity, or reputational damage.
Total liability for any claim related to the Services shall not exceed three (3) times the fees paid by the Client in the twelve months preceding the claim, except where liability cannot legally be limited.
Section 14
Insurance
During the term of this Agreement, the Service Provider shall maintain in force adequate insurance policies with reputable insurance companies to cover its potential liabilities under this Agreement. Such insurance shall include, but not be limited to:
- (a) Cyber Security Insurance with a minimum limit of £2,000,000 per claim;
- (b) Professional Indemnity Insurance with a minimum limit of £1,000,000 per claim;
- (c) Public Liability Insurance with a minimum limit of £1,000,000 per claim; and
- (d) Employers Liability Insurance with a minimum limit of £10,000,000 per claim.
Upon written request, the Service Provider shall provide the Client with certificates of insurance evidencing such coverage.
Section 15
Term and Termination
Either Party may terminate services by providing 30 days written notice unless otherwise agreed.
Upon termination, services may cease, CRM access may be transferred or exported, and data may be returned or deleted according to the Data Processing Agreement.
Section 16
Governing Law
This Agreement shall be governed by the laws of England and Wales. Any disputes shall be subject to the jurisdiction of the courts of England and Wales.
Section 17
Acceptance
This Agreement may be accepted through execution of a proposal, signing a service agreement, onboarding into Small Step Big Step services, or continued use of services after being notified of these terms.
Small Step Big Step Ltd · Registered in England and Wales · United Kingdom · smallstepbigstep.com