Master Service Agreement

1. Parties and Effective Date

This Master Service Agreement ("Agreement") is entered into by and between AI Receptionist ("Provider," "we," "us," or "our") and the organization or individual accepting these terms ("Customer," "you," or "your").

This Agreement becomes effective on the date you first access or use the Services, or upon execution of a contract referencing this Agreement ("Effective Date").

By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you are entering into this Agreement on behalf of an organization, you represent that you have the authority to bind that organization.

2. Services Description

Provider offers an AI-powered phone answering and receptionist platform that includes:

• AI Voice Agent — Automated phone answering with natural language understanding
• Appointment Scheduling — Calendar integration and booking management
• Call Transcription — Speech-to-text conversion and call summaries
• SMS/Messaging — Automated text message responses and notifications
• Dashboard Access — Web-based management interface for call logs, settings, and analytics
• API Access — Programmatic integration capabilities (where applicable to your plan)

Specific features available to you depend on your subscription plan. Service descriptions on our website and in plan documentation are incorporated by reference.

3. Customer Responsibilities

Customer agrees to:

• Provide accurate and complete account information
• Maintain the security of account credentials and not share login information
• Use the Services only for lawful business purposes
• Obtain any necessary consents from callers regarding call recording (where applicable)
• Configure the AI agent with accurate business information
• Comply with all applicable laws, including telecommunications and privacy regulations
• Promptly notify Provider of any unauthorized access or security incidents

Customer is solely responsible for the content and accuracy of information provided to the AI agent and for ensuring the agent's responses are appropriate for Customer's use case.

4. Fees and Billing

4.1 Subscription Fees

Customer agrees to pay the fees associated with the selected subscription plan. Fees are billed in advance on a monthly or annual basis, depending on the billing cycle chosen at signup.

4.2 Usage-Based Charges

Certain Services may include usage-based components (e.g., minutes, messages, API calls) that exceed plan allowances. Overage charges, if applicable, are detailed in your plan documentation and billed in arrears.

4.3 Payment Terms

Payment is processed via our payment processor (Stripe). By providing payment information, you authorize recurring charges. Invoices are due upon receipt unless otherwise agreed in writing.

4.4 Taxes

Fees do not include taxes. Customer is responsible for all applicable taxes, excluding taxes based on Provider's income.

4.5 Government Customers

Government customers may request Net-30 payment terms or purchase order billing. Tax-exempt status requires submission of a valid exemption certificate.

5. Confidentiality

Each party agrees to maintain the confidentiality of the other party's Confidential Information. "Confidential Information" means any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential.

Confidential Information does not include information that: (a) is or becomes publicly available without breach; (b) was known prior to disclosure; (c) is independently developed; or (d) is rightfully obtained from a third party without restriction.

Provider will treat Customer Data (including call recordings, transcripts, and account information) as Confidential Information and will not disclose it except as necessary to provide the Services or as required by law.

6. Security Commitments

Provider implements and maintains reasonable administrative, technical, and physical security measures designed to protect Customer Data, including:

• Encryption of data in transit using TLS 1.2 or higher
• Encryption of data at rest using AES-256 or equivalent
• Access controls limiting data access to authorized personnel
• Regular security assessments and vulnerability scanning
• Incident response procedures for security events

Provider uses reputable cloud infrastructure providers (e.g., Google Cloud, Vercel) that maintain their own security certifications. Provider's security practices are described in more detail in our Trust Center documentation.

7. Availability and Support

7.1 Service Availability

Provider targets high availability for the Services but does not guarantee uninterrupted access. Scheduled maintenance will be communicated in advance when feasible.

7.2 Support

Support is provided via email and dashboard messaging. Response times vary by plan tier. Enterprise and Government customers may have dedicated support arrangements.

7.3 Updates

Provider may update the Services from time to time to improve functionality, security, or performance. Material changes that reduce functionality will be communicated in advance.

8. Term and Termination

8.1 Term

This Agreement begins on the Effective Date and continues until terminated. Subscription terms automatically renew unless cancelled before the renewal date.

8.2 Termination for Convenience

Customer may terminate at any time by cancelling the subscription through the dashboard or by written notice. Termination takes effect at the end of the current billing period. No refunds are provided for partial periods.

8.3 Termination for Cause

Either party may terminate immediately upon written notice if the other party materially breaches this Agreement and fails to cure such breach within thirty (30) days of notice.

8.4 Effect of Termination

Upon termination: (a) Customer's access to Services will cease; (b) Customer may request export of their data for up to thirty (30) days; (c) Provider will delete Customer Data in accordance with data retention policies.

9. Intellectual Property

Provider IP: Provider retains all rights to the Services, including software, algorithms, documentation, and trademarks. This Agreement grants Customer a limited, non-exclusive license to use the Services during the subscription term.

Customer IP: Customer retains all rights to Customer Data. Customer grants Provider a limited license to use Customer Data solely to provide the Services.

Feedback: If Customer provides suggestions or feedback, Provider may use such feedback without obligation.

10. Limitations and Disclaimers

10.1 Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." PROVIDER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

10.2 AI Limitations

The AI agent uses machine learning technology that may occasionally produce inaccurate or unexpected responses. Provider does not guarantee the accuracy of AI-generated content. Customer is responsible for reviewing and validating AI outputs as appropriate.

10.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROVIDER'S TOTAL LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE FEES PAID BY CUSTOMER IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. PROVIDER SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

10.4 Indemnification

Customer agrees to indemnify Provider against claims arising from: (a) Customer's use of the Services; (b) Customer Data; (c) Customer's violation of applicable law.

11. Data Processing

Provider processes Customer Data as described in our Privacy Policy. For customers requiring additional data protection terms, our Data Processing Addendum is incorporated by reference upon request or as required by applicable law.

Provider may use subprocessors to deliver the Services. A current list of subprocessors is available upon request.

12. General Provisions

12.1 Governing Law

This Agreement is governed by the laws of the State of Delaware, without regard to conflict of law principles.

12.2 Dispute Resolution

Disputes shall be resolved through good faith negotiation. If unresolved, disputes may be submitted to binding arbitration or, where permitted, to the courts of Delaware.

12.3 Entire Agreement

This Agreement, together with any Order Forms, addenda, and incorporated policies, constitutes the entire agreement between the parties regarding its subject matter.

12.4 Amendments

Provider may update this Agreement by posting a revised version. Material changes will be communicated via email or dashboard notice. Continued use after changes constitutes acceptance.

12.5 Assignment

Customer may not assign this Agreement without Provider's consent. Provider may assign in connection with a merger, acquisition, or sale of assets.

12.6 Severability

If any provision is found unenforceable, the remaining provisions remain in effect.

13. Contact Information

For questions about this Agreement or to request executed copies for procurement purposes:

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