LEGAL

Terms of Service

Effective May 7, 2026

These Terms of Service ("Terms") govern your use of brensasystems.com and any online tool, content, or resource we publish there (collectively, the "Site"). By using the Site, you agree to these Terms. If you do not agree, do not use the Site.

The Site is operated by Norsha Dynamics LLC, a Texas limited liability company doing business as Brensa Systems ("Brensa," "we," "us," or "our"). Our principal place of business is in Plano, Texas. You can reach us at hello@brensasystems.com (general), legal@brensasystems.com (legal), or 469-608-9691.

Important: If you engage Brensa to provide local business growth services, your engagement is governed by a separately signed Master Services Agreement ("MSA"), one or more Statements of Work ("SOW"), and our Data Processing Addendum ("DPA"). Those documents — not these Site Terms — govern the actual delivery of services, fees, performance commitments, intellectual property allocation, indemnities, and liability. To the extent these Site Terms conflict with a signed MSA/SOW/DPA, the signed agreements control.

The Site is intended for business users at least 18 years of age. By using the Site you represent that (a) you are at least 18, (b) you have authority to bind any organization on whose behalf you act, and (c) your use will comply with all applicable laws.

Brensa provides local business growth services to U.S.-based business-to-business service companies. Our services span websites, SEO, AI ad creative, and AI automation:

Creative pillar. (1) Static Ads (photorealistic static and carousel ad creative); (2) UGC Video Ads (creator-style short-form video for TikTok, Reels, and Meta); (3) Cinematic Video Ads (premium brand and product commercials); (4) Creative Systems (recurring monthly creative batches and angle variations); (5) FOOH / CGI Spot (single-scene fake-out-of-home CGI advertising); (6) Soul ID Brand Ambassador (a consistent AI brand character, with AI use disclosed on deliverables); (7) Med Spa Content Engine (monthly med-spa creative on a HIPAA-aware workflow); (8) Contractor Lead-Gen Video Pack (monthly testimonial, educational, and seasonal creative for contractors).

Visual pillar. (9) Real Estate Visual Pack (AI-enhanced listing photos, virtual staging, twilight conversion); (10) Dealership Inventory Pack (background-swapped, multi-angle vehicle visuals); (11) AI Headshot Pack (individual and team professional headshots); (12) Product & 360 Pack (multi-angle product photography and 360 spin).

Presence pillar. (13) Local Business Website (fast, mobile-friendly, SEO-ready local business website delivered in under a week); (14) Google Business Profile Optimization (full GBP audit, rebuild, and ongoing maintenance); (15) Local SEO Retainer (monthly citations, on-page SEO, GBP posts, review monitoring, and rank tracking); (16) Website + SEO Bundle (website build plus ongoing local SEO in one engagement).

Capture pillar. (17) AI Phone Receptionist; (18) AI DM Responder for Instagram, Facebook, and web chat; (19) AI Outbound Sales Caller; (20) Lead Reactivation Engine.

Convert pillar. (21) AI Lead Qualification with BANT scoring; (22) Cal.com booking integration; (23) Hot-Lead SMS Routing to the owner; (24) Custom Call Flows (state-machine-based, A/B tested, quarterly tuned).

Retain pillar. (25) Failed Payment Recovery (Stripe-integrated); (26) Churn Save Automation; (27) Review and Testimonial Automation routed across Google, Yelp, BBB, and industry-specific platforms; (28) AI Tier-1 Customer Support trained on the client's knowledge base.

Our voice agents identify themselves as AI within fifteen (15) seconds of every call and play a call-recording disclosure on every call regardless of jurisdiction.

The following guarantees are offered to active clients under signed MSAs. They are described here for transparency to prospects.

4.1 30-Day Fit Guarantee

If, within thirty (30) days after the MSA's effective date, the client concludes Brensa is not the right fit, the client may terminate and receive a full refund of the setup fee paid to date. There are no clawbacks of work product the client has already received. The 30-Day Fit Guarantee is invoked by written notice to legal@brensasystems.com within the 30-day window.

4.2 21-Day Speed Guarantee

Brensa commits that the client's primary voice agent will be live in production within twenty-one (21) calendar days of MSA signing, provided the client has timely furnished the kickoff inputs identified in the SOW (knowledge base, call routing rules, integration credentials, and content approvals). For each calendar day of delay caused by Brensa beyond day 21, Brensa will issue a credit of two hundred U.S. dollars ($200) per day, applied against future monthly fees. Credits are not paid out as cash refunds.

If the launch slips by seven or more calendar days beyond day 21 (i.e., on day 28 or later), the client may invoke the Walk Clause and terminate the engagement with a full refund of the setup fee paid to date. Monthly fees already billed for work performed are not refunded under the Walk Clause because monthly fees compensate Brensa for work already completed. The Walk Clause must be invoked by written notice to legal@brensasystems.com within fourteen (14) calendar days of the missed day-21 deadline; otherwise, the missed deadline is deemed accepted and credits will continue to accrue at $200/day until launch. Delays caused by the client (failure to furnish inputs, failure to grant required access, scope changes) toll the day count.

4.3 90-Day Performance Guarantee

The MSA defines specific, measurable performance metrics for each engagement (for example: percentage of inbound calls answered, percentage of qualified leads booked, average response time on DMs, hot-lead routing latency). If, at the end of 90 days from the production-launch date, Brensa has not met the agreed metrics, Brensa will continue to perform the engagement at no additional fee for sixty (60) additional days while it brings the system to spec. Specific metrics are defined per engagement in the MSA.

4.4 Transparency Guarantee

Brensa commits that for every active engagement: (a) every workflow is documented; (b) every workflow is exportable to the client on request; (c) every model in use is named (e.g., "Claude Sonnet 4.5," "GPT-4.1"); and (d) the client experiences no proprietary lock-in beyond Brensa's own code and methods. Client data, configurations, prompts adapted for the client, and exportable workflow definitions remain client property under the MSA's IP allocation.

  • Founding partner engagements: twelve (12) month minimum term.
  • Standard engagements: six (6) month minimum term.
  • After the minimum term: the engagement continues month-to-month and either party may terminate on sixty (60) days' written notice.
  • Termination for cause (material breach uncured after 30 days, insolvency, or unlawful instructions) is governed by the MSA.

Pricing is not published on the Site; all engagements are custom-scoped in the MSA/SOW.

  • Invoicing: Setup fees are billed 50% on signing of the MSA and 50% at production launch. Monthly retainers are billed on the first (1st) of each month in advance.
  • Net terms: All invoices are Net 15 days from invoice date. Monthly retainers issued on the 1st are due by the 15th of the same month.
  • Late charges: Past-due balances accrue interest at 1.5% per month (or the maximum permitted by law, whichever is lower).
  • Work-pause: Brensa may pause Service delivery on any account that is more than thirty (30) days past due, after written notice and an opportunity to cure. Pause does not relieve the client of any obligation, and reactivation may require payment of all past-due balances plus a reasonable reactivation fee.
  • Setup-fee refund triggers: the only setup-fee refund triggers are (a) the 30-Day Fit Guarantee and (b) the Walk Clause of the 21-Day Speed Guarantee, each as defined above.
  • Taxes: fees exclude all sales, use, VAT, GST, and similar taxes; the client is responsible for taxes other than those on Brensa's net income.
  • Payment processor: Brensa uses Stripe for billing. Card and ACH details are tokenized by Stripe and not stored by Brensa.
  • Brensa property. Brensa owns and retains all rights in (i) the Brensa codebase, including agent orchestration, integration code, and infrastructure; (ii) Brensa's proprietary methodologies, prompts, prompt templates, call-flow patterns, evaluator suites, runbooks, and training materials; (iii) Brensa-built tools and reusable components; and (iv) any improvements, derivatives, or aggregated insights that do not contain client confidential information.
  • Client property. The client owns (i) the client's data, including End-Customer Data; (ii) client-provided content, brand assets, scripts, and knowledge base; (iii) client-specific configurations and the exportable workflow definitions Brensa builds for the client; and (iv) all output of the Services that consists of the client's business records (e.g., call transcripts, CRM writes, booking records).
  • License to Brensa. During the engagement, the client grants Brensa a non-exclusive, worldwide, royalty-free license to use the client's content and data solely to deliver the Services and to perform the obligations described in the MSA.
  • Open source. Where Brensa incorporates open-source components, those components remain governed by their respective licenses.

You agree not to use the Site or the Services to:

  • violate any law or third-party right;
  • send unlawful telemarketing, including calls or texts that lack the consent required by the Telephone Consumer Protection Act, 47 U.S.C. § 227, or its implementing regulations at 47 C.F.R. § 64.1200;
  • impersonate any person, including misrepresenting an AI as a human in jurisdictions where disclosure is required (see Section 9);
  • generate or post fake reviews or fake testimonials in violation of 16 C.F.R. Part 465 or Section 5 of the FTC Act;
  • attempt to access non-public Brensa systems or interfere with Site security;
  • scrape, reverse engineer, or otherwise misappropriate Brensa's IP; or
  • transmit malware, infringing material, or unlawful content.

For outbound calling and messaging engagements, the client warrants in the MSA/DPA that it has obtained and maintains all consents and suppression lists required by federal and state telemarketing laws.

  • AI disclosure. Every Brensa-operated voice agent identifies itself as AI within fifteen (15) seconds of the call. Brensa adopts this internal floor universally. We believe this exceeds the disclosure standards in the laws below for the use case at hand:
    • Utah Artificial Intelligence Policy Act (S.B. 149, 2024), Utah Code §§ 13-2-12 and 13-70-101 et seq., effective May 1, 2024, requiring clear and conspicuous disclosure of generative AI use in consumer interactions on request, and proactive disclosure for regulated services.
    • California "Bot Disclosure" Law (S.B. 1001, 2018), Cal. Bus. & Prof. Code §§ 17940–17943, requiring disclosure when a bot is used to incentivize a sale or influence a vote.
    • Texas Responsible Artificial Intelligence Governance Act (H.B. 149, 2025), effective Jan. 1, 2026, governing certain AI uses, including consumer-facing disclosure obligations primarily directed at government deployers.
    • Federal Trade Commission Act § 5, 15 U.S.C. § 45, as interpreted in FTC's "Operation AI Comply" enforcement sweep (Sept. 25, 2024) and the FTC's published guidance "Keep Your AI Claims in Check" (Feb. 27, 2023) and "Chatbots, Deepfakes, and Voice Clones: AI Deception for Sale" (Mar. 20, 2024).
  • Call recording. Brensa's voice agent plays a recording disclosure at the start of every call, regardless of jurisdiction. The client warrants in the MSA/DPA that, for outbound calling, it has obtained the consents required by the laws of the called party's jurisdiction (see Privacy Policy Section 9 for the all-party-consent state list).
  • Texas SB 140 (89th Leg., 2025). Brensa's outbound and text products are designed to comply with the Texas Telemarketing Disclosure and Privacy Act, Tex. Bus. & Com. Code chs. 302–305, as amended by S.B. 140 (effective Sept. 1, 2025). S.B. 140 (i) expanded the definition of "telephone solicitation" to include text, graphic, and image transmissions (§ 302.001(7)); (ii) made violations of chs. 302, 304, and 305 actionable as deceptive trade practices under Tex. Bus. & Com. Code ch. 17, subch. E; and (iii) clarified that prior recoveries do not limit future recoveries. Brensa's clients remain responsible for telemarketer registration under § 302.101 where applicable.
  • TCPA. Brensa requires clients to comply with 47 U.S.C. § 227 and 47 C.F.R. § 64.1200, including obtaining prior express written consent for marketing autodialed/AI-voice calls and prior express consent for non-marketing autodialed/AI-voice calls. The FCC's Feb. 2, 2024 Declaratory Ruling (FCC 24-17) confirmed that AI-generated voice calls are "artificial or prerecorded" voice calls under the TCPA. The FCC's "one-to-one consent" rule adopted in 2023 (FCC 24-24, Part III.D) was vacated by Insurance Marketing Coalition Ltd. v. FCC, No. 24-10277 (11th Cir. Jan. 24, 2025); the prior 2012 "prior express written consent" definition continues to apply. Other 2024 revocation rules took effect April 11, 2025, although the "one-revocation-revokes-all" portion of 47 C.F.R. § 64.1200(a)(10) has been further waived. McLaughlin Chiropractic Associates, Inc. v. McKesson Corp., 606 U.S. ___ (June 20, 2025), held that district courts are not bound by FCC interpretations of the TCPA in private suits and must independently determine the statute's meaning.

The MSA contains the binding confidentiality terms. As a Site visitor or prospect, any information you submit through public Site forms is treated as non-confidential; pre-MSA exchanges marked "confidential" or that are obviously confidential will be held in confidence consistent with our usual business practice and any signed NDA.

THE SITE AND ANY SITE TOOLS ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, BRENSA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AND UNINTERRUPTED OPERATION. NOTHING ON THE SITE IS LEGAL, FINANCIAL, OR OTHER PROFESSIONAL ADVICE. AI OUTPUTS CAN BE WRONG; CLIENTS REMAIN RESPONSIBLE FOR REVIEWING AND ACTING ON SUCH OUTPUTS APPROPRIATELY.

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

  • Site users. BRENSA'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO YOUR USE OF THE SITE WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100).
  • Clients under MSAs. BRENSA'S TOTAL CUMULATIVE LIABILITY TO ANY CLIENT UNDER ANY THEORY (CONTRACT, TORT, INCLUDING NEGLIGENCE, STATUTE, OR OTHERWISE) IS CAPPED AT THE TOTAL AMOUNTS PAID BY THAT CLIENT TO BRENSA UNDER THE APPLICABLE MSA IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM ("12-MONTH FEES PAID CAP").
  • Excluded damages. IN NO EVENT WILL BRENSA BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL, BUSINESS INTERRUPTION, OR LOSS OF DATA, EVEN IF ADVISED OF THE POSSIBILITY.
  • Carve-outs. The cap and exclusions do not apply to (a) a party's indemnification obligations expressly set out in the MSA, (b) a party's breach of confidentiality, (c) a client's payment obligations, or (d) liabilities that cannot be limited as a matter of law.

The MSA contains the binding indemnification terms, including a mutual structure where appropriate. In summary, the MSA will require:

  • the client to indemnify Brensa for claims arising from (i) the client's breach of telemarketing/recording-consent warranties, (ii) the client's data, (iii) the client's instructions that violate law, and (iv) the client's combination of the Services with non-Brensa products that causes the claim;
  • Brensa to indemnify the client for claims that the Brensa codebase, as delivered and used in accordance with the MSA, infringes a U.S. patent, copyright, or trade secret, subject to standard exclusions and remedies (replace, modify, refund).

Brensa is an independent contractor. Nothing creates an employer-employee, partnership, joint-venture, franchise, or agency relationship. Brensa has sole control over the means and methods of performing the Services subject to the deliverables, deadlines, and acceptance criteria in the MSA/SOW.

Neither party is liable for delay or failure caused by events beyond its reasonable control, including acts of God, war, terrorism, civil disturbance, governmental action, internet/telecom outages, third-party-platform outages (including Vapi, Twilio, Anthropic, OpenAI, Stripe, Meta), pandemic, or labor disruption — provided the affected party gives notice and uses commercially reasonable efforts to mitigate.

We may suspend or terminate Site access at any time for breach of these Terms or for security reasons. Provisions that by their nature should survive (IP, disclaimers, liability limits, governing law, dispute resolution, miscellaneous) survive termination.

These Terms, the MSA, and the DPA are governed by the laws of the State of Texas, without regard to its conflict-of-laws rules. The U.N. Convention on Contracts for the International Sale of Goods does not apply.

Subject to Section 18, the exclusive venue for any dispute that is not subject to arbitration is the state and federal courts located in Collin County, Texas (the county of Brensa's principal place of business in Plano), or, where federal jurisdiction is required, the U.S. District Court for the Eastern District of Texas, Sherman Division. Each party consents to personal jurisdiction in those courts and waives any objection based on inconvenient forum.

Arbitration. Except as carved out below, any dispute, claim, or controversy arising out of or relating to these Terms, the MSA, the DPA, or the Services will be resolved by binding arbitration administered by the American Arbitration Association ("AAA") under the AAA Commercial Arbitration Rules in effect at the time. The arbitration will be heard by one (1) arbitrator in Dallas County, Texas. Judgment on the award may be entered in any court of competent jurisdiction.

Carve-out for IP and confidentiality. Either party may seek emergency or preliminary injunctive relief in court (a) to enforce or protect intellectual property rights or (b) to prevent or stop a breach of confidentiality obligations, without first arbitrating, and such judicial relief will not waive any right to arbitrate the remaining merits.

Class waiver. Each party waives the right to participate in a class, collective, or representative action. The arbitrator may not consolidate claims or preside over any form of representative or class proceeding.

Costs. Each party bears its own attorneys' fees except as expressly provided in the MSA or by statute. AAA filing fees are governed by the AAA's then-current Commercial fee schedule.

We may update these Terms by posting a revised version with a new "Last updated" date. Material changes will be flagged on the Site at least 30 days before they take effect. Continued use of the Site after the effective date constitutes acceptance.

  • Entire agreement. These Terms, plus any signed MSA/SOW/DPA between Brensa and a client, constitute the entire agreement on the subject matter and supersede prior or contemporaneous understandings. To the extent of conflict, the signed MSA/SOW/DPA controls over these Site Terms.
  • Severability. If any provision is held unenforceable, the remaining provisions remain in effect, and the unenforceable provision will be modified to the minimum extent necessary to be enforceable.
  • Waiver. No waiver is effective unless in writing. A waiver of one breach is not a waiver of any other.
  • Assignment. You may not assign these Terms without Brensa's prior written consent. Brensa may assign in connection with a merger, acquisition, reorganization, or sale of substantially all of its assets.
  • Notices. Notices to Brensa: legal@brensasystems.com, with a copy by mail to Norsha Dynamics LLC, Plano, Texas (specific address on request). Notices to clients: the email of record on the MSA.
  • Headings. Headings are for convenience only and have no substantive effect.
  • No third-party beneficiaries. These Terms do not confer rights on any non-party, except as expressly stated.

Last updated May 7, 2026