1. Agreement and Acceptance

1.1 Binding Agreement

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Recevia AI Inc. ("Recevia," "we," "us," or "our"), a corporation incorporated under the laws of Ontario, Canada.

By creating an account, accessing, or using our AI-powered business communication platform, mobile applications, web dashboard, and related services (collectively, the "Services"), you agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference.

1.2 Eligibility

To use our Services, you must be at least 16 years of age, have the legal capacity to enter into a binding agreement, and if registering on behalf of an organization, have the authority to bind that organization to these Terms.

If you do not meet these requirements or do not agree to these Terms, you may not access or use our Services.

1.3 Organization Accounts

If you are using the Services on behalf of a business, organization, or other entity ("Organization"), you represent and warrant that you have the authority to bind that Organization to these Terms. In such cases, "you" and "your" will refer to both you as an individual and the Organization.

2. Description of Services (Services Carveout)

2.1 Platform Definition

Recevia provides a software platform that enables AI-powered business communication services, including AI voice receptionist agents that answer and handle phone calls, SMS/text message handling through AI agents, AI chat assistant for business task automation, customer relationship management (CRM) features, calendar integration and appointment scheduling, and call recording, transcription, and analytics.

2.2 Nature of Services

We Are a Technology Platform, Not: a telecommunications company or carrier, a staffing or employment agency, a provider of legal, medical, financial, or other professional advice, or a guarantor of any particular business outcomes.

2.3 AI-Generated Content

You acknowledge and understand that our AI agents generate responses automatically based on your configuration, knowledge base, and general AI training. We do not manually review, control, or pre-approve specific AI responses in real-time. AI responses may occasionally be inaccurate, incomplete, or inappropriate despite our best efforts. You are responsible for reviewing and configuring your AI agents appropriately for your business needs.

2.4 Facilitation, Not Responsibility

Recevia facilitates connections between your business and your customers through AI technology. We are not responsible for disputes between you and your end-customers or callers, business decisions made based on AI-generated information, outcomes of calls, bookings, or other interactions handled by AI agents, or third-party service failures or telecommunications network issues.

2.5 AI Training and Your Data

We do not use your call recordings, transcripts, customer contacts, or other business data to train general-purpose AI models. Your data is used solely to provide and improve services for your specific organization and is not shared with or used to benefit other customers or third parties.

3. Subscription Tiers and Payment

3.1 Subscription Plans

We offer the following subscription tiers:

Free Trial - Free: 25 call minutes, 25 chat completions, 25 SMS, test phone number
Essential - $199/month: 250 call minutes, 100 chat completions, 150 SMS, live phone number
Growth - $389/month: 450 call minutes, 200 chat completions, 400 SMS, live phone numbers
Pro - $649/month: 1,000 call minutes, 400 chat completions, 800 SMS, live phone numbers
Enterprise - Custom: Custom limits, dedicated support

Pricing and inclusions are subject to change. Current pricing is available at https://recevia.ai.

Enterprise Custom Agreements: Enterprise tier customers may negotiate custom terms, including Data Processing Agreements (DPAs), tailored service level agreements, and specific data handling procedures. Custom enterprise agreements supersede the general terms in these Terms of Service where they conflict. Contact info@recevia.ai for enterprise inquiries.

3.2 Free Trial Tier - Special Terms

The Free Trial tier is subject to the following specific terms:

Evaluation Purpose Only: The Free Trial is provided solely for personal evaluation and testing of our Services. It is NOT intended for production business use.
Phone Number Restrictions: You may register a maximum of three (3) phone numbers to contact your AI agent during the trial period.
No Service Level Guarantees: Free Trial users receive no uptime guarantees, service level agreements, or priority support.
Limited Features: Certain features may be restricted or unavailable during the Free Trial.
Trial Duration: Free Trials are limited to 14 days from account creation.
Conversion: To continue using Services after the trial period or for production use, you must subscribe to a paid plan.

Misuse of Free Trial: Using the Free Trial for production business purposes, or attempting to circumvent trial limitations, constitutes a material breach of these Terms.

3.3 Usage Limits and Overage

Each paid subscription tier includes monthly usage allowances as specified. Usage beyond your included allowance will incur overage charges at the rates specified for your tier. You may set spending caps to limit overage charges through your account settings. If your spending cap is reached, AI agent services may be temporarily suspended until the next billing cycle.

3.4 Payment Terms

Subscription fees are billed monthly in advance. Payment is due upon subscription activation and on each monthly anniversary. We accept payment methods as displayed during checkout (processed securely via Stripe). All fees are in Canadian Dollars unless otherwise specified. Fees are non-refundable except as expressly provided in these Terms.

3.5 Automatic Renewal

Paid subscriptions automatically renew each month unless cancelled. You may cancel your subscription at any time through your account settings. Cancellation takes effect at the end of your current billing period. No refunds are provided for partial billing periods.

3.6 Price Changes

We may change subscription prices upon 30 days' advance notice. Price changes will take effect at the start of your next billing cycle after the notice period.

4. Acceptable Use Policy

4.1 Permitted Uses

You may use our Services for lawful business communication purposes, including handling incoming customer calls and inquiries, scheduling appointments and managing bookings, sending business-related SMS messages, managing customer relationships, and automating routine business communications.

4.2 Prohibited Uses

You agree NOT to use our Services to:

Illegal Activities: Violate any applicable laws, regulations, or third-party rights. Engage in fraud, deception, or misrepresentation. Facilitate illegal transactions or activities. Violate telecommunications laws, including TCPA, CASL, or similar regulations.

Harmful Content: Harass, threaten, or intimidate any person. Distribute spam, unsolicited messages, or bulk marketing without proper consent. Transmit malware, viruses, or harmful code. Engage in phishing or social engineering attacks.

Misrepresentation: Falsely represent that an AI agent is a human being when directly asked. Impersonate another person or entity. Use the Services to deceive callers about the nature of your business.

Platform Abuse: Attempt to reverse engineer, decompile, or extract source code from our Services. Circumvent usage limits, access controls, or security measures. Use automated tools to abuse or overload our systems. Resell or redistribute our Services without authorization. Share account credentials with unauthorized parties.

Sensitive Use Cases: Handle emergency services calls (911 or equivalent). Provide medical diagnoses or treatment advice. Provide legal advice. Handle financial transactions requiring licensed intermediaries.

4.3 Compliance Responsibilities

You are solely responsible for ensuring your use of the Services complies with all applicable laws, obtaining necessary consents for call recording in your jurisdiction, complying with telecommunications regulations (TCPA, CASL, GDPR, etc.), properly configuring your AI agents to provide accurate information, and maintaining appropriate disclosures to callers about AI interaction.

4.4 Enforcement

We reserve the right to investigate violations of these Terms and may suspend or terminate accounts that violate these Terms, remove or disable content that violates these Terms, report illegal activities to law enforcement, and take legal action to enforce these Terms.

5. Risk Acknowledgements

5.1 Technology Limitations

By using our Services, you acknowledge and accept the following inherent limitations of AI and technology platforms:

AI Accuracy: AI-generated responses may not be 100% accurate in all circumstances. AI may misunderstand caller intent, provide incomplete information, or make errors. AI performance depends on the quality of your configuration and knowledge base.

Platform Availability: We cannot guarantee 100% uptime or uninterrupted service. Scheduled maintenance, updates, and unforeseen technical issues may cause service interruptions. Our target uptime is 99.5%, but this is not a guarantee.

Telecommunications Dependencies: Call quality depends on telecommunications networks outside our control. Network congestion, carrier issues, or caller equipment may affect service quality. We rely on third-party providers (Twilio, Retell AI) whose services may experience downtime.

Third-Party Integrations: Calendar integrations (Google, Microsoft) depend on third-party API availability. Integration features may be affected by third-party service changes or outages. We are not responsible for third-party service failures.

5.2 Business Risk

You acknowledge that using AI for business communications carries inherent risks, AI agents may handle calls differently than human employees, some callers may have negative reactions to AI interactions, and business outcomes depend on many factors beyond our control.

5.3 Data and Security Risks

You acknowledge that no system is completely secure against all possible threats, data breaches, while unlikely, are a possibility we work diligently to prevent, and you are responsible for maintaining secure access to your account.

6. Disclaimers

6.1 "As Is" and "As Available"

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

6.2 Disclaimer of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, RECEVIA DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

MERCHANTABILITY: Any implied warranty that the Services are fit for sale or commercial use
FITNESS FOR A PARTICULAR PURPOSE: Any warranty that the Services will meet your specific business needs
NON-INFRINGEMENT: Any warranty that the Services do not infringe third-party rights
ACCURACY: Any warranty that AI-generated content will be accurate, complete, or error-free
UNINTERRUPTED SERVICE: Any warranty of continuous, uninterrupted, or error-free operation
SECURITY: Any warranty that the Services will be free from vulnerabilities or security breaches

6.3 Third-Party Services Disclaimer

We disclaim all warranties regarding third-party services, including but not limited to Stripe, Twilio, Retell AI, Google, Microsoft, OpenAI, Firecrawl, Resend, and other integration partners. Your use of third-party services is subject to their respective terms and policies.

6.4 AI Content Disclaimer

AI-generated content, including call responses, transcripts, summaries, and recommendations, is provided for informational purposes only. We do not warrant the accuracy, completeness, or suitability of AI-generated content for any particular purpose.

6.5 No Professional Advice

Nothing in our Services constitutes legal, medical, financial, or other professional advice. You should consult qualified professionals for advice specific to your situation.

7. Release of Liability

7.1 General Release

To the maximum extent permitted by applicable law, you hereby release and forever discharge Recevia, its officers, directors, employees, agents, affiliates, successors, and assigns from any and all claims, demands, damages, losses, costs, expenses, and liabilities of any kind arising from or related to: AI agent responses, actions, or omissions; interactions between your AI agents and your customers or callers; disputes between you and your end-customers; third-party service failures, outages, or errors; telecommunications network issues or call quality problems; data loss beyond our reasonable backup and recovery efforts; unauthorized access to your account due to your failure to maintain security; your violation of applicable laws or regulations; your misconfiguration of AI agents or knowledge bases.

7.2 Third-Party Claims

You release Recevia from any claims, damages, or losses arising from the acts or omissions of third parties, including but not limited to telecommunications carriers, payment processors, integration partners, hosting providers, and your customers, employees, or contractors.

7.3 Exceptions

This release does not apply to claims arising from Recevia's gross negligence, willful misconduct, or fraud, to the extent such claims cannot be waived under applicable law.

8. Limitation of Liability

8.1 Cap on Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL RECEVIA'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICES EXCEED:

THE GREATER OF:
FIVE HUNDRED CANADIAN DOLLARS (CAD $500), OR
THE TOTAL AMOUNT YOU PAID TO RECEVIA IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM

8.2 Exclusion of Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL RECEVIA BE LIABLE FOR ANY: INDIRECT DAMAGES, INCIDENTAL DAMAGES, SPECIAL DAMAGES, CONSEQUENTIAL DAMAGES, PUNITIVE OR EXEMPLARY DAMAGES, LOST PROFITS OR REVENUE, LOST BUSINESS OPPORTUNITIES, LOSS OF DATA OR GOODWILL, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES.

WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF RECEVIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

8.3 Basis of the Bargain

You acknowledge that the limitations of liability in this Section 8 are an essential element of the bargain between you and Recevia, and that Recevia would not provide the Services without these limitations.

8.4 Jurisdictional Limitations

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. In such jurisdictions, our liability shall be limited to the maximum extent permitted by law.

9. Indemnification

9.1 Your Indemnification Obligations

You agree to indemnify, defend, and hold harmless Recevia, its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, demands, damages, losses, costs, expenses, and liabilities (including reasonable attorneys' fees) arising from or related to: your violation of these Terms; your violation of any applicable law or regulation; your violation of any third-party rights; disputes between you and your end-customers, callers, or any third party; your use of the Services in an illegal, unauthorized, or improper manner; content you upload, transmit, or make available through the Services; your AI agent configurations and the responses they generate; your failure to obtain necessary consents (e.g., call recording consent); and any claim that your use of the Services caused damage to a third party.

9.2 Indemnification Procedure

We will promptly notify you of any claim subject to indemnification, provide reasonable cooperation in the defense of such claim, and allow you to control the defense and settlement, provided that any settlement does not adversely affect our rights or impose obligations on us without our consent.

9.3 Our Right to Participate

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.

10. Intellectual Property

10.1 Recevia's Intellectual Property

Recevia retains all rights, title, and interest in and to the Services, including all software, technology, and infrastructure; our trademarks, logos, and brand elements; AI models, algorithms, and training methodologies; documentation, templates, and promotional materials; and all improvements, modifications, and derivative works of the foregoing.

10.2 Your Data

You retain all rights, title, and interest in your account information and business data, customer/contact information you input into the CRM, knowledge base content you create or upload, and call recordings and transcripts associated with your account.

10.3 License to Recevia

You grant Recevia a non-exclusive, worldwide, royalty-free license to use, process, store, and transmit your data solely for the purpose of providing the Services to you, improving and developing the Services (using anonymized, aggregated data), and complying with legal obligations.

10.4 Feedback

If you provide feedback, suggestions, or ideas about our Services, you grant Recevia a perpetual, irrevocable, royalty-free license to use and incorporate such feedback without any obligation to you.

10.5 DMCA and Copyright

If you believe content on our platform infringes your copyright, please contact us at info@recevia.ai with a detailed description of the alleged infringement.

11. Account Termination

11.1 Termination by You

You may terminate your account at any time by cancelling your subscription through your account settings or contacting us at info@recevia.ai.

Termination takes effect at the end of your current billing period. No refunds are provided for unused portions of subscription periods.

11.2 Termination by Recevia

We may suspend or terminate your account immediately, without prior notice, if you violate these Terms, you engage in fraudulent or illegal activity, we are required to do so by law, we discontinue the Services, or your payment method fails and is not updated within 7 days.

11.3 Effect of Termination

Upon termination, your right to access and use the Services ceases immediately, you must pay any outstanding fees, we will retain your data for 30 days during which you may request export, after 30 days we will delete your data unless retention is required by law, and provisions that by their nature should survive termination will survive.

11.4 Data Export

You may request an export of your data (contacts, call records, transcripts) within 30 days of termination by contacting info@recevia.ai.

12. Dispute Resolution

12.1 Good Faith Negotiation

Before initiating any formal dispute resolution proceeding, you agree to first attempt to resolve any dispute, claim, or controversy arising out of or relating to these Terms or the Services ("Dispute") through good faith negotiation.

To initiate negotiation, you must send a written notice to info@recevia.ai describing the Dispute and your proposed resolution. We will respond within 14 days. The parties shall negotiate in good faith for at least 30 days before pursuing other remedies.

12.2 Mediation

If the Dispute is not resolved through negotiation within 30 days, either party may initiate non-binding mediation. Mediation shall be conducted by a mutually agreed-upon mediator in Toronto, Ontario, Canada. The costs of mediation shall be shared equally by the parties.

12.3 Binding Arbitration

If the Dispute is not resolved through mediation within 60 days of the mediation request, either party may submit the Dispute to final and binding arbitration.

Arbitration Terms: Arbitration shall be conducted under the rules of the ADR Institute of Canada. The arbitration shall take place in Toronto, Ontario, Canada. The arbitrator's decision shall be final and binding. Judgment on the arbitration award may be entered in any court of competent jurisdiction. Each party shall bear its own costs, unless the arbitrator orders otherwise.

12.4 Small Claims Court Exception

Notwithstanding the above, either party may bring an individual action in small claims court for Disputes within that court's jurisdiction (generally claims under CAD $35,000 in Ontario).

12.5 Class Action Waiver

YOU AND RECEVIA AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.

Unless both you and Recevia agree otherwise, the arbitrator may not consolidate more than one person's claims and may not preside over any form of representative or class proceeding.

12.6 Time Limitation

Any Dispute must be brought within one (1) year of the date the cause of action arose, or be forever barred.

12.7 Injunctive Relief

Nothing in this Section 12 shall prevent either party from seeking injunctive or other equitable relief from a court of competent jurisdiction to prevent irreparable harm pending resolution of a Dispute.

13. Governing Law and Jurisdiction

13.1 Governing Law

These Terms and any Dispute arising out of or related to these Terms or the Services shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles.

13.2 Jurisdiction

Subject to Section 12 (Dispute Resolution), you agree that any legal action or proceeding arising out of or related to these Terms or the Services shall be brought exclusively in the courts of the Province of Ontario, Canada, and you consent to the personal jurisdiction and venue of such courts.

14. Modifications to Terms

14.1 Right to Modify

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website, updating the "Last Updated" date at the top of these Terms, and sending notice via email or in-app notification at least 30 days before the changes take effect.

14.2 Acceptance of Changes

Your continued use of the Services after the effective date of any changes constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Services and terminate your account.

14.3 Non-Material Changes

Non-material changes (such as clarifications or typographical corrections) may be made without advance notice.

15. General Provisions

15.1 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if modification is not possible, severed from these Terms. The invalidity of any provision shall not affect the validity or enforceability of the remaining provisions.

15.2 Entire Agreement

These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference, constitute the entire agreement between you and Recevia regarding the Services and supersede all prior and contemporaneous agreements, proposals, and communications, written or oral.

15.3 Waiver

Our failure to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision. Any waiver must be in writing and signed by an authorized representative of Recevia.

15.4 Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations under these Terms without your consent in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of our assets.

15.5 Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

15.6 No Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights in any individual or entity that is not a party to these Terms.

15.7 Notices

Notices to Recevia must be sent to info@recevia.ai and are deemed received when we acknowledge receipt. Notices to you may be sent to the email address associated with your account and are deemed received 24 hours after sending.

15.8 Relationship of the Parties

Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and Recevia. You are an independent contractor and have no authority to bind Recevia.

15.9 Headings

Section headings are for convenience only and shall not affect the interpretation of these Terms.

15.10 Language

These Terms are provided in English. In the event of any conflict between the English version and any translation, the English version shall prevail.

16. Contact Information

If you have any questions about these Terms, please contact us at:

Recevia AI Inc.
Email: info@recevia.ai
Website: https://recevia.ai

For legal inquiries, please use the subject line "Legal Inquiry" to ensure prompt handling.

17. Acknowledgement

BY CREATING AN ACCOUNT OR USING OUR SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE AND OUR PRIVACY POLICY.

YOU FURTHER ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD THE SECTIONS ON:
RISK ACKNOWLEDGEMENTS (SECTION 5)
DISCLAIMERS (SECTION 6)
RELEASE OF LIABILITY (SECTION 7)
LIMITATION OF LIABILITY (SECTION 8)
INDEMNIFICATION (SECTION 9)
CLASS ACTION WAIVER (SECTION 12.5)

Last Updated: November 26, 2024

Recevia AI Inc.
Ontario, Canada
https://recevia.ai