The contract, before you write

• Supplier: Mykyta Lysenko, trading as Smuz · hello@smuz.io. Registered business details, tax status and bank details appear on the signed copy and the invoice.
• Client: ⟨legal name⟩, ⟨address⟩ · ⟨VAT id⟩. Signing for the client: ⟨name, title⟩.
• Effective: ⟨date⟩ · Audit week: ⟨start⟩ to ⟨end⟩.

A read-only audit of the Client's scheduled agents, asking four questions of each:

An agent passes only if all four are answerable from data, by a check containing no model. The Supplier delivers a written report and an assertion set written against the Client's fleet.

Agents in scope: the ⟨n⟩ agents listed in Exhibit A. No others.

The week starts when the last access item in Exhibit A is granted, not on the effective date.

Exhibit A lists the access granted, per agent. It is agreed in writing before the week starts. The Supplier will not request, and the Client need not grant:

1. 1.Production write access. Not once, not briefly, not “just to test something”.
2. 2.Admin or root on anything.
3. 3.Customer data. Assertions are counts, timestamps and IDs — never contents.
4. 4.Credentials the Client cannot lawfully share. That agent is skipped and named as skipped in the report.
5. 5.Anything of the Supplier's installed in the Client's stack. During the audit nothing the Supplier wrote runs on the Client's infrastructure.

Credentials are held in an OS keychain for the term only. Exports are held in a single local directory and deleted on delivery of the report. Neither is committed to any repository.

Fee: ⟨fee⟩ USD, for the ⟨n⟩ agents in Exhibit A. Fixed. No hourly billing. No deposit. The invoice is raised on delivery of the report, payable within ⟨days⟩ days. Current fees are on the pricing section.

The audit is free if it produces no finding at High or Critical severity against an agent the Supplier was given the access to audit. Nothing else changes the price.

Finding. One of the four questions in §1 that the agent cannot answer from its own data, or answers falsely. It counts only if the report states it with evidence at file and line, or a query against the Client's data, plus a concrete failure scenario with real inputs. A finding without a scenario is an opinion, and is not counted in either direction.

Severity is consequence multiplied by undetectability. High or Critical means the business takes a real consequence and nobody currently finds out. A loud crash scores lower than a quiet wrong answer, because someone already knows about the crash. Severity is assigned in the report, before the invoice question is raised. On dispute, the test is whether the failure scenario reproduces against the Client's own data; if it reproduces, it stands.

Access shortfall is not “found nothing”. An agent whose scheduler, logs or database the Supplier was not given is reported as not audited, in its own row of the report. It cannot produce a finding, so it cannot make the audit free — and it is not counted as sound either. An agent removed from Exhibit A by agreement is removed from both sides of this rule.

Free means no invoice is raised. There is no deposit and therefore no refund.

The Client receives everything either way: the report, the per-agent verdict table, and the assertion set written against their fleet, whether or not anything is charged.

Out of scope, and never a finding. Code quality, model choice, prompt design, cost, security posture — anything not reachable through the four questions in §1. The report may name them; they do not move the fee in either direction.

• The written report, in the format shown on the sample report page.
• A per-agent verdict table across the four questions.
• The assertion set written against the Client's fleet, as a runproof profile.

The assertion set is the Client's, perpetually, to run, modify and keep after this engagement ends. runproof itself remains the Supplier's, licensed to the Client for its own internal use, without fee and without time limit. Nothing in this agreement assigns the Supplier's pre-existing tools, methods or documents to the Client.

⟨if not SQLite⟩ The Client's agents write to ⟨engine⟩. The assertion set is written to run against an export in the format agreed in Exhibit A, not against a live connection.

Default — anonymised. The Supplier may describe this engagement publicly without naming the Client and without any figure or detail from which the Client could reasonably be identified: for example, “a ⟨size⟩-person company running ⟨n⟩ scheduled agents”. The Client may object to any specific description within 14 days of the report by email, and the Supplier will not use it.

Named case study — optional, discounted. If the Client agrees to be named, the fee under §4 is reduced by ⟨discount⟩. The Supplier may then use the Client's name and logo, and one approved quotation, in its own marketing. The Client approves the text before first publication, and approval is not unreasonably withheld. The Client may withdraw consent on 30 days' notice for future use; the discount is not repayable.

Neither option permits publication of the report itself, of Client data, or of any finding tied to a named system.

☐ Anonymised only   ☐ Named case study, fee reduced to ⟨discounted fee⟩

Each party keeps the other's non-public information confidential and uses it only for this engagement. Survives termination. The Supplier's obligation covers everything reached under Exhibit A. The Client's obligation covers the Supplier's methods, assertion library and report format. §6 is the sole, expressly agreed exception.

The Client is the controller and the Supplier the processor for any personal data reached under Exhibit A. The Supplier processes it only on the Client's documented instructions, for the term only, and returns or deletes it on delivery of the report.

The engagement is designed so that personal data is not reached: assertions are counts, timestamps and identifiers, never contents. Where personal data is nonetheless within a system in scope, ⟨the parties' data-processing agreement⟩ applies and prevails over this section on any conflict.

Sub-processors: ⟨list⟩. No sub-processor is added for this engagement without notice to the Client.

Neither party is liable for indirect or consequential loss. The Supplier's total liability under this agreement is capped at the fee actually paid. Nothing here limits liability for fraud, wilful misconduct, or anything that cannot be limited by law.

The report describes what was observed within the access granted and the window inspected. It is not a warranty that the Client's systems are correct, secure, or compliant.

Either party may terminate on written notice. If the Client terminates after the week has started, the fee is payable in full unless §4 makes it free. If the Supplier terminates, no fee is payable.

Governing law: ⟨agreed per engagement⟩. Courts: ⟨agreed per engagement⟩. This document and its Exhibits are the whole agreement and replace anything said before it.

One row per agent: where it is scheduled, what it writes to, and the read-only access granted for each. Agreed in writing and signed before the week starts. The five things never asked for are in §3.

Anything above you would want changed before signing — write to hello@smuz.io. The wording is not precious; the four things named at the top are.