Terms of Service

Agreement

These Terms of Service ("Terms") govern your access to and use of websites, applications, and services offered by VOOQIO INC. and its affiliates (collectively, "VOOQIO," "we," "us," or "our"), including AI-assisted call handling, messaging, scheduling, and related features (the "Services"). By creating an account, using a trial, or otherwise using the Services, you agree to these Terms on behalf of yourself and the business you represent.

Eligibility and accounts

You must have authority to bind the organization you register. You are responsible for safeguarding credentials, accurate account information, and all activity under your workspace. You must use a valid business contact where we request one; we may refuse or suspend signups that appear fraudulent or non-business.

The Services

We provide software that helps businesses answer and manage communications, including optional AI personas (for example "Sarah"), transcription, routing, integrations, and analytics. Features may vary by plan. We may modify, suspend, or discontinue parts of the Services with reasonable notice where practicable. The Services are business tools and are not a substitute for emergency services, licensed professional advice, or continuous human staffing unless you expressly configure and supervise them that way.

Acceptable use

You agree not to:

• Violate applicable law or third-party rights.
• Attempt to probe, scan, or test the vulnerability of the Services without authorization.
• Misuse the Services to send spam, harass individuals, or impersonate others without disclosure where required.
• Reverse engineer our software except where prohibited by law.
• Use the Services to build a competing product using our confidential information or non-public APIs.

Customer content and AI outputs

You retain rights to content you submit ("Customer Content"). You grant VOOQIO a license to host, process, and display Customer Content solely to provide and improve the Services as described in our Privacy Policy and Data Processing Agreement. AI-generated summaries, transcripts, recommendations, or responses may be incomplete, delayed, or inaccurate; you remain solely responsible for reviewing outputs before relying on them, for decisions made in your business, and for complying with recording, privacy, and consent laws in your jurisdiction.

Third-party services and infrastructure

The Services depend on third-party platforms, networks, hosting, cloud infrastructure, telecommunications carriers, AI model providers, payment processors, messaging providers, and other vendors that we do not control (collectively, "Third-Party Services"). Without naming specific vendors:

• Delivery, quality, latency, uptime, capacity, and availability of the Services may be affected by Third-Party Services, internet connectivity, carrier routing, device or browser limitations, and factors outside our reasonable control.
• Third-Party Services may change, throttle, suspend, or discontinue features, APIs, models, or regions without notice to you.
• Your use of optional integrations you connect (for example calendars, CRM, messaging, or accounting tools) is subject to those providers' terms; we are not responsible for their acts, omissions, outages, data handling, or errors.
• TO THE MAXIMUM EXTENT PERMITTED BY LAW, VOOQIO INC. IS NOT RESPONSIBLE OR LIABLE FOR DELAYS, INTERRUPTIONS, DEGRADED PERFORMANCE, FAILED CALLS OR MESSAGES, INCORRECT AI OUTPUTS, OR OTHER ISSUES CAUSED BY THIRD-PARTY SERVICES OR NETWORKS.

Availability, outages, and technical failures

We aim to operate the Services carefully, but we do not guarantee uninterrupted, error-free, or continuous availability. The Services may be unavailable or impaired due to maintenance, deployments, bugs, capacity limits, misconfiguration, security events, or failures in software, hardware, or Third-Party Services.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, VOOQIO INC. IS NOT RESPONSIBLE OR LIABLE FOR MISSED CALLS, MISSED MESSAGES, FAILED BOOKINGS, FAILED NOTIFICATIONS, LOST BUSINESS OPPORTUNITIES, OR OTHER HARM ARISING FROM OUTAGES, LATENCY, ERRORS, OR TECHNICAL FAILURES — WHETHER CAUSED BY US, YOU, END USERS, OR THIRD-PARTY SERVICES.

Data loss, retention, and backups

We implement measures designed to protect Customer Content, but no system is perfectly secure or immune from loss. Data may be delayed, corrupted, deleted, or become inaccessible due to technical failure, human error, security incidents, retention settings you choose, account closure, or Third-Party Services.

You are responsible for retaining independent copies of business-critical records (for example call notes, bookings, and customer contact details) where your operations require them. Unless a separate written agreement expressly says otherwise, we do not provide a guaranteed backup, archive, or recovery service for Customer Content.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, VOOQIO INC. IS NOT RESPONSIBLE OR LIABLE FOR ANY LOSS, CORRUPTION, UNAUTHORIZED ACCESS, DISCLOSURE, OR UNAVAILABILITY OF DATA, INCLUDING CUSTOMER CONTENT, CALL RECORDINGS, TRANSCRIPTS, MESSAGES, LOGS, OR CONFIGURATION.

Fees and trials

Paid plans, trials, and usage limits are described at checkout or in your order. Unless otherwise stated, fees are non-refundable except as required by law. Overages or add-ons may be billed as disclosed in-product. We may use third-party payment processors; their terms may also apply. Temporary unavailability of the Services does not automatically entitle you to a refund, credit, or fee reduction unless required by law or expressly agreed in writing.

Intellectual property

VOOQIO INC. and its licensors own the Services, software, branding, and documentation. Except for the limited rights expressly granted in these Terms, no rights are transferred to you.

Disclaimer

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, VOOQIO INC. AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS, OR THAT DATA WILL BE PRESERVED WITHOUT LOSS.

Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, VOOQIO INC. AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OPPORTUNITY, OR DATA (INCLUDING CUSTOMER CONTENT), OR FOR COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATED TO THE SERVICES, THESE TERMS, OUTAGES, TECHNICAL FAILURES, THIRD-PARTY SERVICES, OR AI OUTPUTS — WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID VOOQIO INC. FOR THE SERVICES IN THE TWELVE (12) MONTHS BEFORE THE CLAIM OR (B) ONE HUNDRED CANADIAN DOLLARS (CAD $100), EXCEPT WHERE LIABILITY CANNOT BE LIMITED BY LAW.

Indemnity

You will defend and indemnify VOOQIO INC. and its affiliates, officers, directors, and employees against claims, damages, losses, and expenses (including reasonable legal fees) arising from Customer Content, your use or misuse of the Services, your breach of these Terms, your violation of law or third-party rights, or your integrations and instructions to AI features, subject to our prompt notice and reasonable cooperation.

Force majeure

VOOQIO INC. is not liable for any failure or delay in performing obligations under these Terms to the extent caused by circumstances beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, government actions, epidemics, power or internet failures, cyberattacks, or failures of Third-Party Services or telecommunications networks.

Suspension and termination

We may suspend or terminate access for material breach, risk to security or others, suspected fraud, or non-payment. You may stop using the Services at any time. Provisions that by their nature should survive (including ownership, disclaimers, limitations of liability, indemnity, and governing law) will survive termination.

Governing law

These Terms are governed by the laws applicable in the Province of Québec and the federal laws of Canada applicable therein, without regard to conflict-of-law rules, unless mandatory consumer protections in your jurisdiction say otherwise. Courts in Montréal, Québec, may have exclusive jurisdiction, subject to non-waivable rights.

Changes

We may update these Terms by posting a revised version and updating the "Last updated" date. Material changes may require additional notice or consent where required by law. Continued use of the Services after the updated Terms take effect constitutes acceptance of the changes where permitted by law.

Contact

Questions about these Terms: use the contact options shown in your tenant dashboard or on our website, or write to the business address on file for VOOQIO INC. (VOOQIO).