1. Introduction and Acceptance
These Terms of Service (“Terms”) govern access to and use of the Voicelet.ai platform and related services (“Services”) provided by Voicelet.ai (“Voicelet”, “we”, “us”, “our”) to the entity or person accepting these Terms (“Subscriber”, “you”, “your”).
By (a) clicking to accept, (b) signing an order form or other agreement that references these Terms, or (c) accessing or using the Services, you agree to be bound by these Terms as of the effective date of such action (“Effective Date”).
If you register for the Services using an email address from your employer or another entity, you represent and warrant that you are authorized to bind that entity to these Terms, and “you” will refer to that entity.
2. Changes to Terms
We may update these Terms from time to time. If we make material changes, we will provide notice by posting the updated Terms on our website and/or sending you an email or in‑product notification at least 10 days before the changes take effect.
The updated Terms will apply from the effective date stated in the notice. If you do not agree to the updated Terms, you must stop using the Services before the changes become effective. Your continued use of the Services after the effective date constitutes your acceptance of the updated Terms.
3. License and General Use of the Site
Subject to your compliance with these Terms, Voicelet grants you a limited, non‑exclusive, non‑transferable, non‑sublicensable license to access and use the Site and Services for your internal business purposes during the Term.
All content on the Site and Services is protected by intellectual property laws. You may not copy, reproduce, republish, upload, post, transmit, distribute, or create derivative works from the Site or Services, except as expressly permitted in these Terms or with our prior written consent.
Upon any termination of your rights under these Terms, your license will automatically terminate and you must immediately stop using the Services and delete any materials obtained from the Services that are not your own data.
4. Confidentiality
“Confidential Information” means information disclosed by one party (“Disclosing Party”) to the other (“Receiving Party”), whether orally or in writing, that is designated as confidential or that a reasonable person would understand to be confidential given the nature of the information and the circumstances of disclosure.
The Receiving Party will: (a) use Confidential Information solely to perform its obligations and exercise its rights under these Terms; (b) not disclose Confidential Information to any third party except to its employees, contractors, or professional advisers who have a need to know and are bound by confidentiality obligations at least as protective as those in these Terms; and (c) protect Confidential Information using the same degree of care it uses to protect its own similar information, but no less than reasonable care.
Confidential Information does not include information that: (i) is or becomes public through no fault of the Receiving Party; (ii) was lawfully known to the Receiving Party before disclosure; (iii) is received from a third party without breach of any obligation of confidentiality; or (iv) is independently developed by the Receiving Party without use of or reference to the Disclosing Party’s Confidential Information.
The Receiving Party may disclose Confidential Information to the extent required by law or court order, provided it (where legally permitted) gives the Disclosing Party reasonable prior notice and cooperates, at the Disclosing Party’s expense, in any lawful efforts to limit or object to the disclosure.
Upon request of the Disclosing Party or upon termination of these Terms, the Receiving Party will promptly return or securely destroy all Confidential Information and, upon request, confirm in writing that it has done so, except that the Receiving Party may retain copies as required by law or for standard backup and archival purposes.
Confidentiality obligations will survive termination of these Terms for five (5) years, and indefinitely with respect to trade secrets, to the extent permitted by applicable law.
5. Indemnification
5.1 Subscriber indemnity
You agree to indemnify, defend, and hold harmless Voicelet and its affiliates, officers, employees, and agents from and against any third‑party claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to:
(a) your breach of these Terms;
(b) your misuse of the Services;
(c) your violation of applicable laws (including call‑recording and marketing laws); or
(d) any content, data, or communications you submit to or transmit through the Services.
5.2 Voicelet indemnity (optional but recommended for B2B)
Voicelet will defend you against any third‑party claim that your authorized use of the Services in accordance with these Terms directly infringes such third party’s intellectual property rights, and will pay any damages and costs finally awarded against you (or agreed in a settlement approved by Voicelet) arising out of such claim.
5.3 Exceptions to Voicelet indemnity
Voicelet will have no obligation under Section 5.2 to the extent a claim results from:
(a) your misuse of the Services;
(b) your use of the Services in combination with any software, hardware, data, or process not provided by Voicelet, if the claim would not have arisen but for such combination;
(c) your modification of the Services or any component thereof; or
(d) your use of the Services after Voicelet has notified you to stop due to an actual or suspected infringement issue.
If the Services are, or in Voicelet’s reasonable opinion are likely to become, the subject of an infringement claim, Voicelet may, at its option and expense:
(i) modify the Services so they become non‑infringing without materially reducing their functionality;
(ii) replace the Services with a non‑infringing service of substantially similar functionality; or
(iii) terminate the affected Services and refund any prepaid, unused fees for the period after termination.
5.4 Indemnification procedure
The obligations in this Section 5 are conditioned on the indemnified party:
(a) promptly notifying the indemnifying party in writing of any claim (provided that failure to give prompt notice will only relieve the indemnifying party of its obligations to the extent it is materially prejudiced);
(b) giving the indemnifying party sole control of the defense and settlement of the claim (except that the indemnifying party may not settle a claim that imposes any admission of liability or monetary obligation on the indemnified party without its prior written consent); and
(c) providing the indemnifying party with reasonable cooperation and assistance, at the indemnifying party’s expense.
6. Warranty Disclaimer
THE SERVICES AND SITE ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, VOICELET DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON‑INFRINGEMENT.
VOICELET DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR‑FREE, OR SECURE, OR THAT THEY WILL MEET YOUR REQUIREMENTS.
7. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR RELATED TO THESE TERMS OR THE USE OF OR INABILITY TO USE THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE AMOUNT PAID OR PAYABLE BY SUBSCRIBER TO VOICELET FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.
The limitations in this section do not apply to your payment obligations, your indemnification obligations, or either party’s liability for gross negligence or wilful misconduct, to the extent such exclusions are not permitted by applicable law.
8. Compliance with Laws and Data Protection
You are responsible for complying with all applicable laws, regulations, and industry standards in the jurisdictions where you operate and where you use the Services, including laws relating to call recording, wiretapping, and marketing communications. You acknowledge that calls may be recorded on the platform and you are responsible for ensuring that all required notices and consents are provided to participants.
To the extent Voicelet processes personal data on your behalf in providing the Services, you and Voicelet agree to the Data Processing Addendum (“DPA”) available at [insert URL], which is incorporated into these Terms. Under the DPA and applicable data protection laws (including, where applicable, the General Data Protection Regulation (“GDPR”) and the California Consumer Privacy Act (“CCPA”)), you act as the data controller/business and Voicelet acts as your data processor/service provider.
By using the Services, you also agree to our Privacy Policy and Cookie Policy, each as updated from time to time and available at [insert URLs].
9. Dispute Resolution, Governing Law and Courts
The parties agree to attempt to resolve any dispute, controversy, or claim arising out of or in connection with these Terms (a “Dispute”) through good-faith negotiations and, if mutually agreed, through mediation.
If the Dispute is not resolved within 45 days of the notice of the dispute, it shall be finally resolved by arbitration in accordance with the provisions of the Indian Arbitration and Conciliation Act, 1996. The arbitration shall be conducted by a sole arbitrator, who shall be jointly appointed by the parties. If the parties fail to agree on a sole arbitrator within 30 days, each party shall appoint one arbitrator, and the two appointed arbitrators shall then select a third arbitrator who will act as the presiding arbitrator.
The seat and venue of the arbitration shall be Chennai, India, and the language of the arbitration shall be English. The arbitral award shall be final and binding on both parties. Each party shall bear its own legal costs, and the costs of the arbitrators and other arbitration expenses shall be allocated in accordance with the award issued by the arbitration tribunal.
These Terms shall be governed by and construed in accordance with the laws of the State of Tamil Nadu, India, without regard to its conflict-of-law principles. Notwithstanding the foregoing, the parties acknowledge that the services provided by Voicelet are offered globally, and this Agreement applies to users and customers worldwide. The courts in Chennai, India, shall have exclusive jurisdiction for:
(a) any applications for interim or conservatory relief in support of the arbitration; and
(b) the enforcement of any arbitral award issued under this Agreement.
10. Term and Termination
These Terms start on the Effective Date and continue for as long as you have an active subscription or otherwise use the Services (“Term”), unless terminated earlier in accordance with this section.
Voicelet may suspend or terminate your access to the Services if you materially breach these Terms, misuse the Services, engage in fraud or illegal activity, or use the Services in a way that may cause harm, and you do not cure such breach (if curable) within 30 days after we notify you. We may also suspend access immediately in urgent cases (for example, to comply with law or protect the security or integrity of the Services).
You may terminate your subscription for convenience by providing us with 30 days’ written notice, or for cause if we materially breach these Terms and do not cure the breach within 30 days after receiving written notice.
Upon any termination, your account will be deactivated and you will no longer have access to the Services. For a period of 30 days after the effective date of termination, you may export your data from the Services, unless we terminate your account for serious breach or unlawful conduct. After this period, we may delete your data in accordance with our data retention policies and applicable law.
11. Intellectual Property Rights
Voicelet and its licensors own all rights, title, and interest in and to the Services, the Voicelet platform, and all related software, technology, documentation, and content (“Voicelet Technology”), including any improvements, enhancements, and derivative works thereof. Except for the limited rights expressly granted in these Terms, no other rights are granted to you, and all such rights are reserved by Voicelet.
You retain all rights, title, and interest in and to any data, content, or materials you submit to or process through the Services (“Subscriber Data”). You grant Voicelet a non‑exclusive, worldwide, royalty‑free license to host, copy, process, transmit, and display Subscriber Data solely as necessary to provide and improve the Services and as otherwise described in our Privacy Policy.
If you provide Voicelet with any suggestions, feedback, or ideas regarding the Services (“Feedback”), you grant Voicelet a perpetual, irrevocable, worldwide, royalty‑free license to use and incorporate such Feedback into its products and services without any obligation or compensation to you.
12. Mutual Non‑Disparagement
During the Term, neither party will knowingly make any false statements, whether oral or written, that are intended to materially harm the other party’s reputation in connection with the Services.
Nothing in this section is intended to restrict either party’s ability to provide honest reviews where permitted by law, make good‑faith complaints to regulators, or exercise any non‑waivable statutory or legal rights.
13. Miscellaneous
No waiver of any provision of these Terms will be effective unless in writing and signed by the waiving party. Any failure to enforce a provision will not be deemed a waiver of future enforcement of that or any other provision.
If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in full force and effect.
These Terms, together with any order forms, the Privacy Policy, Cookie Policy, and Data Processing Addendum (as applicable), constitute the entire agreement between you and Voicelet regarding the Services and supersede all prior or contemporaneous agreements or communications on the same subject.