1. Acceptance of Terms
These Terms of Service are a binding agreement between you and Ulyvero, Inc., a Delaware corporation ("Ulyvero," "we," "us"). By creating an account, accepting an order, or using the Service, you accept these Terms for the business you represent and confirm that you have authority to bind it.
The Service is offered for business use in the United States. We may decline accounts outside supported territories.
2. Description of the Service
Ulyvero provides an AI-powered front office for businesses. Features depend on the plan and configuration selected.
- AI receptionist capabilities for phone, SMS, and website chat, including message taking, approved-question answering, lead qualification, and appointment coordination.
- A business dashboard for configuration, contacts, conversations, analytics, notifications, and billing.
- Conversation records, transcripts, optional recordings, and automated quality and safety review.
- Telephony and messaging delivered through communications providers.
3. Business Use Only
The Service is licensed for business use, not personal or household use. Your callers and customers are not parties to these Terms. You must use the Service in compliance with sanctions, export-control, consumer-protection, and industry-specific laws that apply to you.
4. Account Registration and Responsibilities
You must provide accurate information, keep credentials secure, and remain responsible for activity by users you authorize. Tell us promptly about suspected unauthorized access. We may suspend access when reasonably necessary to protect users, data, providers, or the Service.
5. Acceptable Use
You may not use the Service, or permit anyone to use it, to:
- Violate telemarketing, robocall, robotext, recording, privacy, consumer-protection, or other applicable law.
- Contact a person without legally required consent, disregard an opt-out, or send promotional content through a channel registered only for transactional traffic.
- Misrepresent an AI assistant as human when disclosure is required or defeat recording and AI-identification disclosures.
- Process protected health information subject to HIPAA unless a written Business Associate Agreement with Ulyvero expressly covers that use.
- Harass, defraud, threaten, collect debts, infringe rights, upload malicious code, bypass safeguards, or gain unauthorized access.
- Resell or white-label the Service without a written agreement.
6. AI Services and Human Oversight
AI output may be inaccurate, incomplete, or inappropriate. You are responsible for reviewing material output and for the information and instructions supplied to your assistants. Ulyvero does not provide legal, medical, financial, or other professional advice and is not an emergency service or a substitute for 911. Keep a working route to a person configured for situations that require human judgment.
7. Communications Compliance
The Service places calls and sends messages at your instruction. You are responsible for the lawfulness of each campaign and recipient. Platform safeguards are minimum controls, not legal advice.
- Obtain and document all consent required for automated, prerecorded, artificial-voice, telemarketing, or promotional calls and messages.
- Honor revocation, STOP requests, do-not-call rules, quiet hours, frequency limits, and number-registration requirements.
- When recording is enabled, confirm that disclosure and consent are lawful in every relevant jurisdiction.
- Comply with carrier, communications-provider, and messaging-program rules passed through to the Service.
8. Conversation Records and Automated Review
The Service may create transcripts, optional recordings, message content, call metadata, actions, and configuration snapshots. Automated checks and sampled AI-assisted review may be used to detect abuse, safety issues, malfunction, and quality drift. We may replay records in a sandbox that does not contact a real person to validate fixes. Retention is described in the Privacy Policy.
9. Customer Data, Privacy, and Security
You control data about your customers and instruct Ulyvero to process it to provide the Service. The Data Processing Addendum is incorporated into these Terms. We apply administrative, technical, and organizational safeguards appropriate to the data and service.
10. Platform Improvement and Aggregate Data
We may use usage telemetry and de-identified or aggregated patterns to improve reliability, safety, and quality. We do not sell personal data and do not use customer personal data to train third-party foundation models. We will not attempt to re-identify data treated as de-identified.
11. Fees, Billing, and Refunds
- Subscriptions are billed in advance and renew until canceled. Usage charges may be billed in arrears.
- You authorize our payment processor to charge the selected payment method. Prices exclude applicable taxes.
- Cancellation stops future renewals and access continues through the paid period.
- Fees are non-refundable except for billing errors, credits we expressly grant, or refunds required by law. The Refund Policy is incorporated into these Terms.
- Price changes apply from a future renewal after at least 30 days notice.
12. Hibernation and Service Changes
Features described as beta, preview, or coming soon may change or be withdrawn. Hibernation, where offered, reduces active service while preserving specified configuration and data. Material reductions to paid core functionality will be notified in advance when reasonably possible.
13. Intellectual Property
Ulyvero retains rights in the Service, software, orchestration, system design, and improvements. You retain rights in content and data you submit and grant us the limited rights needed to host, process, transmit, and display it to provide the Service. To the extent we own rights in AI-generated output produced for you, we assign those rights after payment, excluding platform-level de-identified learnings.
14. Confidentiality
Each party will use the other party’s non-public information only to perform under this agreement and will protect it with reasonable care. These duties survive for three years after termination, and trade secrets remain protected while they qualify as trade secrets.
15. Disclaimer of Warranties
THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, ULYVERO DISCLAIMS IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY OF AI OUTPUT, AND UNINTERRUPTED OR ERROR-FREE OPERATION.
16. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR LOST PROFITS, REVENUE, GOODWILL, OR DATA. ULYVERO’S TOTAL LIABILITY ARISING FROM THE SERVICE WILL NOT EXCEED THE GREATER OF THE FEES YOU PAID IN THE THREE MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY OR $100. THESE LIMITS DO NOT APPLY WHERE LIABILITY CANNOT LAWFULLY BE LIMITED.
17. Indemnification
You will defend and indemnify Ulyvero and its personnel from third-party claims, fines, damages, and reasonable costs arising from your content, your instructions, contact made without required consent, your violation of law, or your products and dealings with customers. We will provide prompt notice and reasonable cooperation.
18. Term, Termination, and Data Deletion
These Terms apply while you use the Service. You may close your account at any time. We may terminate for uncured material breach, legal or security risk, or discontinuation of the Service. Following account deletion, customer data is deleted within 30 days except for legal, tax, consent, security, de-identified, backup, and provider-retention exceptions described in the Privacy Policy.
19. Force Majeure
Neither party is liable for delay or failure caused by events beyond reasonable control, including carrier, utility, cloud-provider, or communications outages, provided the affected party uses reasonable efforts to reduce the impact.
20. Dispute Resolution and Class Waiver
Before filing a claim, each party will give written notice and 30 days to seek an informal resolution. Unresolved disputes will be decided by binding arbitration administered by JAMS under its streamlined rules, seated in Wilmington, Delaware, in English, before one arbitrator. Either party may bring an individual claim in small-claims court or seek injunctive relief in court for intellectual-property infringement, misuse of confidential information, or unauthorized access.
Disputes must proceed individually. The parties waive class, consolidated, representative, and jury proceedings to the fullest extent permitted by law. You may opt out of arbitration within 30 days after first accepting these Terms by emailing the legal contact below from your account email.
21. Governing Law and Venue
These Terms are governed by Delaware law, excluding conflict-of-law rules. Subject to the arbitration section, the state and federal courts located in New Castle County, Delaware have exclusive jurisdiction, and each party consents to that venue.
22. Assignment
You may not assign these Terms without our written consent except to a successor that assumes them. Ulyvero may assign them to an affiliate or successor in a reorganization, merger, financing, acquisition, or sale of substantially all relevant assets, with notice where required.
23. Changes to These Terms
We may make non-material updates when posted. We will provide at least 14 days notice before a material change takes effect and may require re-acceptance. If you do not agree, stop using and cancel the Service before the change becomes effective.
24. General
These Terms, the Privacy Policy, the DPA, applicable order terms, and any signed agreement form the complete agreement. If a provision is unenforceable, it will be modified only as much as needed and the remainder will continue. The parties are independent contractors. Electronic acceptance and records are valid.
25. Contact
Legal notices: admin@ulyvero.com. Privacy requests: admin@ulyvero.com. Customer support: admin@ulyvero.com.