# STATEMENT OF WORK — OpenClaw Setup

**Contract Reference:** QU-{{CONTRACT_NUMBER}}  
**Creation Date:** {{DATE}}  
**Quote Expiry:** {{EXPIRY_DATE}}

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## Parties

**Service Provider:**  
Jake Shore  
MCP Engage  
jake@localbosses.org  
www.mcpengage.com

**Client:**  
{{CLIENT_NAME}}  
{{CLIENT_COMPANY}}

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## Project Overview

**Project:** OpenClaw AI Operations Platform Setup  
**Tier:** Starter  
**Infrastructure:** Client-provided ({{INFRASTRUCTURE}})

### Scope Summary
Setup of OpenClaw AI Operations Platform on Client infrastructure via remote access, with {{CHANNEL_COUNT}} messaging platform(s) ({{CHANNELS}}), including {{INTEGRATIONS_SUMMARY}}.

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## Compensation

| Description | Amount |
|-------------|--------|
| **Total Fixed Fee** | **$2,499.00 USD** |
| Deposit (50% upfront) | $1,249.50 USD |
| Final Payment (50% at completion) | $1,249.50 USD |

**Payment Terms:** Payment due immediately upon invoice.

### Refund Policy
Refunds are generally not provided except in cases of gross negligence by Vendor in performing the Services. Client acknowledges that Vendor commits significant time and resources upon project commencement.

**Dispute Process:** To request a refund, Client must submit a written dispute to jake@localbosses.org within seven (7) calendar days of the alleged issue, including: (a) a detailed description of the issue, (b) evidence of gross negligence, and (c) proposed resolution. Vendor will respond within five (5) business days.

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## Timeline

| Milestone | Target |
|-----------|--------|
| **Project Start** | Within 2 business days of deposit |
| **Project Completion** | 5-7 business days from start |

---

## Terms & Conditions

### 1. Services
MCP Engage ("Vendor") shall perform the following AI operations platform setup services (the "Services"):
- Installation and configuration of OpenClaw (Clawdbot platform)
- {{CHANNEL_LIST}} messaging channel integration(s)
- {{INTEGRATIONS_DETAILED}}
- Environment setup with secure credential management
- AI model configuration
- Basic persona and identity configuration
- Memory system setup
- Initial testing and validation

Any service not expressly listed is a Change (see § 5).

### 2. Deliverables

**2.1 OpenClaw Installation.** Fully installed and configured OpenClaw (Clawdbot) system on Client infrastructure via remote access.

**2.2 Messaging Integration.** {{CHANNEL_COUNT}} messaging channel(s) ({{CHANNELS}}) connected and configured with appropriate security and access controls.

**2.3 Integrations.** {{INTEGRATIONS_SUMMARY}} configured and tested, with API connections validated.

**2.4 Documentation.** Basic usage documentation and configuration notes provided.

### 3. Review & Approval Process

**3.1 Testing Phase.** Vendor will provide Client with access to the configured system for testing and validation.

**3.2 Client Feedback Window.** Client shall provide feedback within two (2) business days of completion notice. If Client has not responded by this deadline, Vendor will issue a written reminder. Should Client fail to respond within two (2) additional business days after such reminder, the Deliverables for that milestone will be deemed accepted.

**3.3 Revisions.** Reasonable revisions to configuration within the original scope are included at no additional charge during the testing phase. Changes to scope require a Change Order under § 5.

### 4. Compensation & Payment Terms

**4.1 Fixed Fee.** All Services are provided for a total fixed fee of TWO THOUSAND FOUR HUNDRED NINETY-NINE U.S. DOLLARS ($2,499.00 USD), exclusive of all taxes unless Client supplies a valid exemption certificate.

**4.2 Deposit — Work Start.** Fifty percent (50%) of the Fixed Fee ($1,249.50 USD) is due immediately upon Client's acceptance of this SOW. Vendor will not commence—and has no obligation to commence—any Services until the deposit funds have fully cleared Vendor's bank account.

**4.3 Final Payment.** The remaining fifty percent (50%) of the Fixed Fee ($1,249.50 USD) is due immediately upon completion and delivery of all Deliverables.

**4.4 Refund Policy.**
- (a) Refunds are generally not provided. Client acknowledges that Vendor commits significant time, resources, and expertise upon project commencement, and that the Fixed Fee reflects this commitment.
- (b) Refunds may be considered solely in cases of gross negligence by Vendor in performing the Services as defined in § 1.
- (c) **Dispute Process:** To request a refund, Client must submit a written dispute to jake@localbosses.org within seven (7) calendar days of the alleged issue. The dispute must include: (i) a detailed description of the issue, (ii) specific evidence demonstrating gross negligence by Vendor, and (iii) Client's proposed resolution. Vendor will acknowledge receipt within two (2) business days and provide a substantive response within five (5) business days. If the parties cannot reach a mutually acceptable resolution through good-faith negotiation, the dispute shall be resolved in accordance with § 13 (Governing Law & Venue).
- (d) For the avoidance of doubt, Client dissatisfaction with the Deliverables, changes in Client's business needs, or Client's failure to provide required credentials, access, or cooperation under § 7 shall not constitute grounds for a refund.

**4.5 Late-Payment Fees.** Any amount not paid when due shall bear interest at one-and-one-half percent (1.5%) per month (18% per annum) or the maximum rate permitted by applicable law, whichever is lower, from the due date until paid in full. Client is also responsible for all reasonable collection costs, including attorneys' fees.

### 5. Change Management
Any Change must be documented in a written change order ("Change Order") stating scope, fee, and timeline adjustments, signed by both parties. Vendor has no obligation to begin a Change until it receives the executed Change Order and any associated payment.

### 6. Delivery & Acceptance
Vendor will provide Client with access credentials and system documentation via secure electronic transfer. Client shall have two (2) business days ("Acceptance Period") to test the system and request reasonable revisions within scope. If Client has not submitted written feedback by the end of the Acceptance Period, Vendor will issue a written reminder. Should Client fail to respond within two (2) additional business days after that reminder, the Deliverables will be deemed accepted.

### 7. Client Responsibilities

**7.1 Infrastructure.** Client shall provide hosting infrastructure ({{INFRASTRUCTURE}}). Vendor will perform installation via remote access. Client is responsible for network connectivity and remote access setup.

**7.2 Credentials.** Client must provide all necessary API keys, access credentials, and account permissions for {{ALL_PLATFORMS}}.

**7.3 Cooperation.** Client shall respond to reasonable requests for information and access in a timely manner to avoid project delays.

### 8. Technical Specifications

**8.1 Platform.** OpenClaw runs on Clawdbot, an open-source MIT-licensed platform.

**8.2 AI Model.** Configuration will support Anthropic Claude, OpenAI, or Client's preferred AI model provider (Client responsible for API costs).

**8.3 Security.** All credentials will be stored securely using industry-standard environment variable management.

### 9. Exclusions & Additional Costs
- (a) The Fixed Fee excludes ongoing AI model API costs, hosting/infrastructure costs, and third-party tool subscriptions.
- (b) Additional MCP server integrations, channels, skills, or automation workflows beyond the scope defined in § 1 require a Change Order.
- (c) Ongoing maintenance, support, or training beyond the initial delivery is not included and may be contracted separately.

### 10. Rights & Ownership

**10.1 Open Source.** OpenClaw (Clawdbot) is open-source software under the MIT License. Client receives full access to the codebase and may modify it freely.

**10.2 Configuration.** Upon full payment, all configuration files, documentation, and custom scripts created by Vendor become the property of Client.

**10.3 No Warranty.** The open-source software is provided "AS IS" without warranty of any kind. Vendor's obligation is limited to proper installation and configuration of the software.

### 11. Limitation of Liability
VENDOR'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS SOW SHALL NOT EXCEED THE TOTAL FIXED FEE PAID BY CLIENT ($2,499.00 USD). VENDOR SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

### 12. Suspension & Termination by Vendor
Vendor may suspend work or terminate this SOW immediately upon written notice if (a) any payment is more than three (3) days late, (b) Client materially breaches this SOW, or (c) Client fails to provide necessary credentials, access, or cooperation as outlined in § 7.

### 13. Governing Law & Venue
This SOW is governed by the laws of the State of Florida. Any disputes shall be resolved in the state or federal courts located in Pinellas County, Florida, and each party consents to personal jurisdiction and venue in those courts.

### 14. Quote Approval & Execution
Acceptance of this quote—whether by electronic signature, physical signature, or issuance of a purchase order referencing this SOW—constitutes Client's binding agreement to all terms herein.

### 15. Entire Agreement
This SOW constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior agreements, understandings, and communications.

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## Signatures

**Service Provider:**

___________________________ | Date: _______________  
Jake Shore, MCP Engage

**Client:**

___________________________ | Date: _______________  
{{CLIENT_NAME}}, {{CLIENT_COMPANY}}
