1. Introduction

This Terms of Service Agreement (“Agreement”) is made by and between inLeap AI LLC (“Company,” “we,” “us,” or “our”) and the entity or person (“Client,” “you,” or “your”) using our voice AI platform (the “Platform”). This Agreement governs your access to and use of the Platform. By accessing or using the Platform, you agree to be bound by the terms and conditions set forth herein.

2. Use of the Platform

2.1 License Grant Subject to your compliance with this Agreement, inLeap AI LLC grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for the purpose of uploading and managing leads for outbound calls and scheduling appointments. This license does not include the right to use the Platform for any other purpose or to engage in any activities not expressly authorized by this Agreement.

2.2 Compliance with Laws and Regulations You agree to comply with all applicable federal, state, and local laws, regulations, and ordinances, including but not limited to:

2.2.1 Health Insurance Portability and Accountability Act (HIPAA): Ensure that any use of the Platform involving Protected Health Information (PHI) complies with HIPAA. You must obtain all necessary consents and authorizations before uploading PHI to the Platform and handle such data in accordance with HIPAA regulations.

2.2.2 Telephone Consumer Protection Act (TCPA): Comply with the TCPA, including obtaining prior express written consent from consumers before making automated or prerecorded calls. Ensure that the Platform's use aligns with TCPA requirements.

2.2.3 Federal Communications Commission (FCC) Regulations: Adhere to FCC regulations regarding robocalls, including proper disclosure and opt-out mechanisms. You are responsible for ensuring that calls made through the Platform comply with these regulations.

2.2.4 Federal Trade Commission (FTC) Regulations: Follow FTC guidelines related to telemarketing and advertising. This includes proper disclosure of the nature of the calls and compliance with do-not-call regulations.

2.2.5 State and Local Telemarketing Laws: Abide by state-specific telemarketing laws, including any applicable restrictions on automated calls, call times, and consumer opt-out requirements.

2.3 Prohibited Activities You agree not to engage in the following prohibited activities:

2.3.1 Unauthorized Telemarketing: Do not use the Platform for unauthorized telemarketing activities, including calls to numbers on the National Do Not Call Registry or other similar lists.

2.3.2 Misuse of PHI: Do not upload or process PHI unless you have obtained explicit consent and have established necessary safeguards in compliance with HIPAA.

2.3.3 Unlawful Content: Refrain from using the Platform to distribute unlawful, fraudulent, or deceptive content. This includes content that violates intellectual property rights or other third-party rights.

2.3.4 Automated Calls Without Disclosure: Ensure that all automated calls clearly disclose that they are generated by AI technology at the beginning of the call and comply with all relevant regulations.

2.3.5 Medical Questions and Sensitive Data: Do not use the Platform to handle medical questions or sensitive data beyond the scope of its intended use. For any sensitive information, use appropriate compliance measures.

2.3.6 Data Protection Compliance: Ensure that any data you upload to the Platform is handled in accordance with data protection laws. You must provide adequate protections for personal data and comply with international data transfer regulations where applicable.

2.4 Client Responsibilities

2.4.1 Data Accuracy and Legality: You are responsible for the accuracy and legality of all data uploaded to the Platform. This includes ensuring that you have obtained all necessary consents and permissions to use and process the data.

2.4.2 Consent Management: Obtain clear and verifiable consent from leads before uploading their information to the Platform. Maintain records of consent and be prepared to provide proof if requested.

2.4.3 Monitoring and Reporting: Regularly monitor your use of the Platform for any unauthorized activities or security breaches. Report any issues or suspected violations to inLeap AI LLC immediately.

2.4.4 Compliance with Regulations: Stay informed about changes in laws and regulations affecting the use of the Platform. Ensure ongoing compliance with applicable legal requirements.

3. Indemnification

3.1 General Indemnity You agree to indemnify, defend, and hold harmless inLeap AI LLC, its affiliates, officers, directors, employees, agents, and contractors from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or related to your use of the Platform. This includes, but is not limited to:

3.1.1 HIPAA Violations: Claims arising from your failure to comply with HIPAA requirements or unauthorized use of PHI.

3.1.2 TCPA and FCC Violations: Claims related to non-compliance with TCPA, FCC regulations, or any applicable do-not-call lists.

3.1.3 Unauthorized Content: Claims resulting from the distribution of unlawful or infringing content using the Platform.

3.1.4 Consent Disputes: Claims related to disputes over the consent status of leads or failure to obtain proper consent.

3.1.5 Data Protection Issues: Claims arising from breaches of data protection laws or mishandling of personal data.

4. Limitation of Liability

4.1 General Limitation To the fullest extent permitted by law, inLeap AI LLC shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or goodwill.

4.2 Aggregate Liability In no event shall inLeap AI LLC’s total liability exceed the amount paid by you to inLeap AI LLC in the twelve (12) months preceding the event giving rise to the claim.

4.3 Exclusion of Certain Damages inLeap AI LLC is not liable for any damages resulting from the use of or inability to use the Platform, including any loss of data or other intangible losses.

5. Data Security and Privacy

5.1 Security Measures inLeap AI LLC employs industry-standard security measures to protect data. However, we cannot guarantee the absolute security of your data. You are responsible for securing your access credentials and ensuring the protection of your data.

5.2 Data Breach Notification In the event of a data breach affecting your data, inLeap AI LLC will notify you in accordance with applicable laws. You agree to cooperate with us in investigating and mitigating the effects of any such breach.

5.3 Privacy Policy Your use of the Platform is subject to our Privacy Policy, which details how we collect, use, and protect your personal information. By using the Platform, you consent to the practices described in our Privacy Policy.

6. Governing Law and Jurisdiction

6.1 Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law principles.

6.2 Jurisdiction Any disputes arising from this Agreement shall be resolved exclusively in the state or federal courts located within Harris County, Texas.

7. Amendments

7.1 Modifications inLeap AI LLC reserves the right to modify or amend this Agreement at any time. Changes will be effective immediately upon posting on the Platform. Your continued use of the Platform constitutes acceptance of the modified Agreement.

7.2 Notification We may notify you of changes through email or other communication methods. It is your responsibility to review the Agreement regularly.

8. Termination

8.1 Termination for Convenience inLeap AI LLC may terminate or suspend your access to the Platform at any time, with or without cause, and with or without notice.

8.2 Termination for Breach inLeap AI LLC may terminate your access to the Platform immediately if you breach any provision of this Agreement or fail to comply with applicable laws.

8.3 Effects of Termination Upon termination, all rights granted to you under this Agreement will immediately cease, and you must cease all use of the Platform. Termination does not affect any rights or obligations that accrued before termination.

9. Miscellaneous

9.1 Entire Agreement This Agreement, together with our Privacy Policy and any additional terms or notices provided, constitutes the entire agreement between you and inLeap AI LLC concerning the Platform.

9.2 Severability If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect. The invalid or unenforceable provision will be modified to the extent necessary to make it valid and enforceable.

9.3 Waiver The failure of inLeap AI LLC to enforce any provision of this Agreement does not constitute a waiver of that provision or any other provision.

9.4 Assignment You may not assign or transfer this Agreement or any of your rights or obligations without the prior written consent of inLeap AI LLC. inLeap AI LLC may assign this Agreement without restriction.

10. Corporate Veil Protection

10.1 Limited Liability To the fullest extent permitted by law, you acknowledge that the liability of inLeap AI LLC’s owners, directors, and officers is limited to the assets of the company. They shall not be personally liable for any claims, damages, or liabilities arising from your use of the Platform.

11. Dispute Resolution

11.1 Negotiation and Mediation Prior to initiating any arbitration or legal proceedings, the parties agree to engage in good faith negotiations and, if necessary, mediation to resolve any disputes arising from this Agreement.

11.2 Binding Arbitration If a dispute cannot be resolved through negotiation or mediation, it shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) under its rules. The arbitration will be conducted in Harris County, Texas.

11.3 Class Action Waiver You agree that any arbitration or legal proceeding will be conducted on an individual basis and not as a class action. You waive any right to participate in a class action or collective action.

12. Force Majeure

12.1 Force Majeure Clause No failure, delay, or default in performance of any obligation of a party will constitute an event of default or breach of this Agreement to the extent that such failure to perform, delay, or default arises out of a cause, existing or future, that is beyond the control and without negligence of such party. This includes action or inaction of governmental, civil, or military authority, fire, strike, lockout, or other labor dispute, flood, cyber-attack, regulatory changes, terrorist act, war, riot, theft, earthquake, or other natural disaster.

13. Contact Information

For any questions about this Agreement, please contact us at:

inLeap AI LLC

[email protected]