Terms of Service

These Terms contain (a) a binding individual arbitration clause and class-action waiver (Section 22), (b) limitations on our liability (Section 20), and (c) consent to receive electronic communications, including SMS and voice calls (Section 6). Please read them carefully.

You must be at least 18 years old (or the age of majority in your jurisdiction) to use the Services. You agree to provide accurate, current, and complete information during registration and to keep it up to date. You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your account. Notify us promptly at security@teleperson.com if you suspect unauthorized access. We may suspend or terminate accounts that contain inaccurate information or that we reasonably believe are being used in violation of these Terms.

The Services are used by two kinds of users. "Customers" are organizations (and their authorized personnel) that purchase or subscribe to the Services to deploy them to their own end users. "End Users" are the individuals who interact with the Services that a Customer has deployed (for example, a consumer who chats with a Customer's AI agent).

If you are a Customer, you are responsible for (a) the conduct of your authorized users; (b) obtaining all necessary rights, consents, and authorizations to provide End User data and instructions to us; (c) configuring the Services in compliance with applicable law (including obtaining any consent required to record calls or send SMS); and (d) providing your End Users with a privacy notice and any other notices required by law. If you are an End User, your interaction with a Customer-deployed deployment is also subject to the Customer's own terms and privacy notice.

Teleperson provides AI-powered customer-experience tools, including chat, search, summarization, voice agents (powered by Vapi), SMS messaging (delivered through Twilio), browser extensions, and developer APIs, that act as an intermediary between you and third-party companies and that help businesses serve their customers. You authorize us to use the information you provide to perform the actions you request. We do not guarantee any specific outcome of a service request, but will use commercially reasonable efforts to handle requests in accordance with their description.

The Services use artificial intelligence and large language models to generate responses, summaries, transcripts, and recommendations ("AI Output"). AI Output may be inaccurate, incomplete, biased, or otherwise unsuitable for a given purpose, and may match output generated for other users. You are responsible for reviewing AI Output before relying on it for any decision that has legal, financial, medical, employment, or similarly significant consequences. The Services are not a substitute for professional advice. Subject to your compliance with these Terms and to the rights of third parties (including the underlying model providers), Teleperson assigns to you whatever rights it has in AI Output generated specifically for you. You represent and warrant that your prompts and inputs do not violate these Terms or any third-party rights, and that you will mark or otherwise disclose AI Output as appropriate when required by law (for example, when sending automated messages to consumers).

You retain ownership of the content, prompts, files, and other materials you submit to the Services ("Your Content"). You grant Teleperson a worldwide, non-exclusive, royalty-free, sublicensable license to host, store, reproduce, transmit, display, and create derivative works of Your Content solely as necessary to operate, secure, support, and improve the Services and to perform the actions you request. We may use de-identified, aggregated, or anonymized data derived from Your Content to operate, evaluate, and improve our own systems. We do not use Your Content to train third-party public foundation models. If you provide feedback or suggestions, you grant us a perpetual, irrevocable, royalty-free, worldwide license to use them for any purpose without obligation to you.

By creating an account or providing your phone number, you consent to receive electronic communications from us, including transactional emails, in-product notifications, push notifications, SMS messages (sent through Twilio), and voice calls placed or received by our voice agents (powered by Vapi). You represent that you are the subscriber or authorized user of any phone number you provide.

Prior express written consent (TCPA): where the Telephone Consumer Protection Act, 47 U.S.C. § 227 ("TCPA"), or analogous state law applies, you provide your prior express written consent to be contacted by Teleperson and our service providers via SMS, MMS, autodialed and prerecorded calls, and AI-generated voice messages, at the number you provide, for the purposes you have indicated (account verification, service updates, transactional messaging, surveys, support, and where you have opted in, marketing). Consent to receive SMS or marketing calls is not a condition of purchasing any product or service. Message and data rates may apply. Reply STOP to any SMS to revoke consent and opt out, or HELP for help. Calls and SMS may be recorded, transcribed, and analyzed for quality, training of our internal systems, and compliance purposes; by continuing the call or message, you consent to such recording where consent is required.

Email and CAN-SPAM: you may unsubscribe from marketing email at any time using the unsubscribe link in any message. We will continue to send transactional and account communications related to the Services.

You agree not to, and not to permit anyone else to:

• Submit false, misleading, or fraudulent information.
• Violate any law, regulation, or third-party right (including intellectual-property, privacy, publicity, contract, or tort rights).
• Upload or transmit content that is unlawful, harassing, defamatory, obscene, hateful, sexually explicit, or that exploits minors.
• Impersonate any person or entity, or misrepresent your affiliation, including misrepresenting AI Output as human-authored where disclosure is required.
• Reverse engineer, decompile, or attempt to extract the source code, model weights, prompts, or training data underlying the Services, except to the extent applicable law expressly permits.
• Use the Services or AI Output to develop, train, fine-tune, evaluate, benchmark, or improve any competing AI model, foundation model, large language model, or AI service.
• Engage in prompt injection, jailbreaking, or any other attempt to bypass safety, content, rate, or access controls; manipulate the Services to produce harmful, deceptive, or restricted output; or exfiltrate system prompts or operator instructions.
• Scrape, crawl, harvest, or otherwise extract data from the Services using automated means, except as expressly permitted.
• Probe, scan, test the vulnerability of, or circumvent any security or rate-limiting feature of the Services without prior written authorization.
• Send unsolicited commercial messages, spam, phishing, or other abusive communications through the Services or by impersonating Teleperson.
• Interfere with the operation of the Services or the experience of other users, including by overloading, flooding, or denying service.
• Use the Services for activities prohibited by carrier, telecom, or messaging-association rules (for example, content involving sex, hate, alcohol, firearms, tobacco, illegal drugs, or content that violates the CTIA Messaging Principles & Best Practices).
• Resell, sublicense, or commercially exploit the Services except as expressly permitted in a separate written agreement.

You may not use the Services, AI Output, or any model accessed through the Services in connection with:

• The provision of personalized professional advice (medical, legal, financial, psychological, or similar) without appropriate human professional review where required by law.
• Generating, manipulating, or distributing content intended to defraud, deceive, or impersonate a real person without consent (including non-consensual intimate imagery, deepfakes, and synthetic identity content).
• Generating or facilitating CSAM, content sexualizing minors, or content that exploits or endangers children.
• Operating or supporting weapons systems, weapons of mass destruction, or critical infrastructure (energy, transportation, water, finance) where failure could cause death, serious bodily injury, or environmental damage, except with our prior written consent.
• Surveillance, biometric identification, social scoring, or law-enforcement uses that are prohibited by applicable AI or human-rights law.
• Election interference, including generating disinformation or impersonating political candidates or election officials.
• Automated decisions producing legal or similarly significant effects on a person without human review where required by law.
• Use with regulated data (such as protected health information under HIPAA, payment card data subject to PCI-DSS, or data of children under 13) unless we have signed an agreement with you that expressly permits such use.

From time to time, we offer features labeled "alpha," "beta," "preview," "experimental," "early access," or similar (collectively, "Beta Features"). Beta Features are provided as-is, may be unstable or unavailable, may change or be discontinued without notice, and are not subject to any service-level commitments. We may collect additional usage and diagnostic data from Beta Features to evaluate them. Your use of Beta Features is at your discretion and risk.

The Services rely on third-party services and sub-processors, including Twilio (SMS), Vapi (voice agents), enterprise AI model providers, payment processors, cloud hosting (including Supabase), and analytics. Your use of those third-party services may be subject to their own terms. We are not responsible for the acts or omissions of third parties, except as expressly set forth in our written agreements with you.

If you access the Services through APIs, you must protect your API keys and tokens, use them only for authorized purposes, and comply with any rate limits, quotas, and technical requirements we publish. You are responsible for all activity that occurs under your credentials. We may rotate, throttle, suspend, or revoke API access to protect the Services, our customers, or our partners. We may modify the APIs from time to time and will provide reasonable notice of breaking changes where practicable.

If we offer a free trial, you may use the Services free of charge during the trial period subject to any usage limits we describe. We may modify or terminate trials at any time. Subscriptions automatically renew at the end of each subscription term unless cancelled before the end of the then-current term. By providing a payment method, you authorize us to charge it for renewals at the then-current rate. You may cancel a subscription through the in-product billing settings or by emailing billing@teleperson.com; cancellation takes effect at the end of the then-current term unless otherwise required by law.

Fees are presented to you before you commit, and may vary based on the type, complexity, and volume of the request. You authorize us (and our payment processors) to charge the payment method on file for all fees and applicable taxes. Fees are exclusive of taxes; you are responsible for all sales, use, value-added, withholding, and similar taxes (other than taxes on our net income). Except as expressly stated or required by applicable law, all fees are non-refundable. We may change pricing prospectively; continued use after a change constitutes acceptance of the new pricing. Late or unpaid amounts may accrue interest at the lower of 1.5% per month or the maximum rate permitted by law and may result in suspension of the Services.

The Services, including all software, models, designs, text, graphics, logos, trademarks, and underlying technology, are owned by Teleperson and its licensors and are protected by intellectual-property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services in accordance with these Terms. No other rights are granted by implication, estoppel, or otherwise. "Teleperson," the Teleperson logo, and other Teleperson marks are trademarks of Teleperson, Inc. and may not be used without our prior written consent. We may identify you as a customer of the Services in customer lists and similar marketing materials, including using your name and logo, in accordance with your trademark guidelines if you provide them. You may opt out by emailing legal@teleperson.com.

"Confidential Information" means non-public information disclosed by one party to the other that is identified as confidential or that should reasonably be understood to be confidential under the circumstances. The Services, AI Output, and our system prompts, model configurations, pricing, and roadmap are our Confidential Information. The receiving party will (a) use Confidential Information only as necessary to perform under these Terms, (b) protect it with the same degree of care it uses for its own similar information (and no less than reasonable care), and (c) not disclose it to third parties except to its personnel and advisors with a need to know who are bound by similar obligations. Confidential Information does not include information that is publicly available, independently developed, or rightfully received from a third party without restriction. Nothing in this section restricts disclosures required by law, provided the receiving party gives prompt notice where legally permitted.

Our processing of personal information is described in our Privacy Policy at /legal/privacy. To the extent we process personal information on behalf of a Customer in connection with the Services, the parties' Data Processing Addendum at /legal/dpa is incorporated by reference. You are responsible for providing all notices and obtaining all consents required for our processing of personal information you provide to us.

We respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act. To submit a notice, contact our designated agent at legal@teleperson.com with the information required by 17 U.S.C. § 512(c)(3). We may terminate the accounts of repeat infringers in appropriate circumstances.

We use commercially reasonable efforts to make the Services available, but the Services are not guaranteed to be uninterrupted. We may perform scheduled or emergency maintenance, and we may modify, suspend, or discontinue any feature at any time. Service-level commitments, if any, are stated in a separate written agreement or SLA between us.

EXCEPT AS EXPRESSLY PROVIDED IN A SEPARATE WRITTEN AGREEMENT, THE SERVICES, BETA FEATURES, AND ALL AI OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICES OR AI OUTPUT WILL BE UNINTERRUPTED, ERROR-FREE, ACCURATE, OR FREE OF HARMFUL COMPONENTS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES; IN THOSE JURISDICTIONS, OUR WARRANTIES ARE LIMITED TO THE MINIMUM EXTENT REQUIRED BY LAW.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, TELEPERSON AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATING TO YOUR USE OF (OR INABILITY TO USE) THE SERVICES OR AI OUTPUT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID US FOR THE SERVICES IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY, OR (B) ONE HUNDRED U.S. DOLLARS (US$100). THE LIMITATIONS IN THIS SECTION APPLY TO ALL THEORIES OF LIABILITY, WHETHER CONTRACT, TORT, STATUTE, OR OTHERWISE, AND WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

You will defend, indemnify, and hold harmless Teleperson and its affiliates, officers, directors, employees, and agents from and against any third-party claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to (a) your use of the Services in violation of these Terms or applicable law; (b) Your Content or the prompts and instructions you submit; (c) any communications you cause us to send (including SMS or voice calls) without proper consent; (d) your infringement or misappropriation of any third-party right; or (e) any AI Output that you publish, distribute, or rely on outside the Services without independent human review.

Informal resolution: before filing a claim, you agree to try to resolve the dispute informally by contacting legal@teleperson.com. We will try in good faith to resolve any dispute within 30 days.

Binding arbitration: any dispute or claim arising out of or relating to these Terms or the Services that is not resolved informally will be resolved by final and binding individual arbitration administered by JAMS under its applicable rules, and judgment on the award may be entered in any court of competent jurisdiction. Arbitration will be conducted in English and, unless the parties agree otherwise, in San Francisco, California, or by video conference. The Federal Arbitration Act governs the interpretation and enforcement of this section.

Class waiver: YOU AND TELEPERSON AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION. The arbitrator may not consolidate more than one person's claims and may not preside over any form of representative or class proceeding.

Exceptions: either party may bring (i) an individual action in small-claims court, or (ii) an action seeking injunctive relief in court for actual or threatened infringement, misappropriation, or violation of intellectual-property or confidentiality rights.

Opt out: you may opt out of arbitration by sending written notice to legal@teleperson.com within 30 days of first accepting these Terms. If any portion of this Section 22 is found unenforceable, the remainder will continue to apply.

These Terms are governed by the laws of the State of California, U.S.A., without regard to its conflict-of-laws principles. Subject to Section 22, the state and federal courts located in San Francisco County, California will have exclusive jurisdiction over any dispute not subject to arbitration, and you consent to personal jurisdiction and venue in those courts. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

We may suspend or terminate your access to the Services at any time, with or without notice, if we reasonably believe you have violated these Terms, created risk or possible legal exposure for us or our users, failed to pay amounts when due, or for operational reasons. You may stop using the Services at any time and may close your account by contacting us. On termination, your right to use the Services ceases. Sections that by their nature should survive termination will survive, including Sections 4 (AI Output), 5 (Your Content), 7 (Acceptable Use), 8 (Prohibited Uses), 13 (Fees), 14 (IP), 15 (Confidentiality), 17 (DMCA), and 19 through 28.

Neither party will be liable for delay or failure to perform (other than payment obligations) caused by events beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, government action, labor disputes, internet or telecommunications failures, denial-of-service attacks, or pandemic.

You will comply with all laws applicable to your use of the Services, including export-control, sanctions, anti-bribery, and anti-corruption laws (including the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act). You may not use or export the Services in violation of U.S. export laws or any applicable trade sanctions. You represent that you are not located in, and will not access the Services from, a country or region subject to comprehensive U.S. sanctions, and that you are not on any U.S. government list of restricted parties.

Notices to you may be sent by email to the address associated with your account, by in-product notification, or by posting to the Services. Notices are deemed given when sent or posted. Legal notices to Teleperson must be sent to legal@teleperson.com, with a courtesy copy to Teleperson, Inc., Attn: Legal, at the postal address listed on our website. You consent to receive electronic communications and agree that all agreements, notices, disclosures, and other communications we send electronically satisfy any legal requirement that they be in writing.

We may modify these Terms from time to time. If we make material changes, we will provide reasonable notice (for example, by posting on this page or by email) before they take effect. Your continued use of the Services after the effective date constitutes acceptance of the updated Terms.

These Terms, together with any order form, separate agreement, or supplemental terms referenced here, constitute the entire agreement between you and Teleperson regarding the Services and supersede prior agreements on the subject. If any provision is found unenforceable, the remaining provisions will remain in effect, and the unenforceable provision will be modified to the minimum extent necessary to make it enforceable. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our prior written consent; we may assign them in connection with a merger, acquisition, financing, or sale of assets. The parties are independent contractors, and these Terms do not create any agency, partnership, joint venture, or employment relationship. There are no third-party beneficiaries. Headings are for convenience only and do not affect interpretation. The parties have negotiated these Terms, and no rule of construction will be applied against either party as drafter. These Terms may be executed and accepted electronically.

Questions about these Terms? Contact legal@teleperson.com.