Terms of Service

These Terms of Service (the "Terms") govern your access to and use of the VICIagent platform, including viciagent.com and app.viciagent.com (collectively, the "Service"), operated by VICIagent ("we", "us", "our"). By creating an account or otherwise using the Service, you ("Customer", "you") agree to these Terms.

1. Eligibility & accounts

You must be at least 18 years old and authorized to bind your organization to these Terms. You are responsible for the activity that occurs under your account, including the actions of any team members you invite. Keep your password and 2FA recovery codes secure; notify us immediately at security@viciagent.com if you suspect any unauthorized access.

2. Acceptable use

You agree not to use the Service to:

• Make calls that violate the Telephone Consumer Protection Act (TCPA), Telemarketing Sales Rule (TSR), state Mini-TCPAs, the EU ePrivacy Directive, the UK Privacy and Electronic Communications Regulations, the Canadian CRTC unsolicited telecommunications rules, or any equivalent regulations in your jurisdiction or the recipient's
• Originate calls outside the recipient's local calling hours (default: 8 AM – 9 PM recipient local time, configurable per-jurisdiction)
• Bypass our Do-Not-Call ("DNC") enforcement
• Impersonate any person, government, agency, or organization, or misrepresent your identity or affiliation
• Distribute or facilitate the distribution of malware, phishing content, scams, or fraudulent solicitations
• Engage in any activity that violates applicable laws or regulations, including those related to securities, healthcare (HIPAA), financial services, gambling, or controlled substances
• Harass, threaten, defame, or harm any End User or third party
• Engage in toll fraud or premium-rate number arbitrage (we monitor and auto-block suspicious destinations)
• Reverse engineer, decompile, or attempt to extract our source code, training data, or proprietary algorithms
• Use the Service to build a competing AI phone agent product (without separate written permission)

We reserve the right to suspend or terminate accounts that violate this section, with or without prior notice depending on the severity.

3. Your responsibilities for compliance

You are responsible for compliance with all applicable telephony, privacy, and consumer-protection laws. We provide tools (TCPA hour enforcement, DNC scrubbing, two-party consent announcements, end-user KYC records) but we do not act as your compliance officer. In particular:

• You must obtain any consents required by law before placing outbound calls to End Users.
• You must register your end-user records (KYC) accurately. We rely on the information you provide for carrier-side compliance attestations.
• You are responsible for honoring opt-out requests from End Users — both in-call ("stop calling") and out-of-band. Our platform automates honoring in-call DNC; out-of-band requests are your responsibility.
• If you operate in HIPAA-covered scenarios, you must enable HIPAA mode on your account (which disables recording and enforces 30-day max retention) and sign a separate Business Associate Agreement with us before processing PHI.

4. Plans, billing & auto-renewal

Plans, pricing, included minutes, and overage rates are shown at /pricing and at the time of signup. Subscriptions auto-renew monthly or annually as selected. You may cancel at any time from Settings → Billing; cancellation takes effect at the end of the current billing period.

Overage charges accrue at the per-minute rate shown on your plan; you can monitor live usage at any time. We may auto-pause campaigns approaching unsafe overage levels at our discretion.

We reserve the right to adjust pricing with 30 days' notice via email to your account owner.

5. Refunds

Subscription fees are non-refundable except where required by applicable law. We may, at our sole discretion, issue prorated refunds for service disruptions or pre-paid annual plans cancelled within the first 14 days.

6. Service availability

We target 99.9% monthly uptime but do not guarantee uninterrupted service except where specifically agreed in a separate Enterprise SLA. Scheduled maintenance is announced in advance via in-app banner. Sub-processor outages (AI inference providers, telephony carriers, cloud infrastructure) may cause platform degradation; we operate fallback chains where feasible.

7. Suspension & termination

We may suspend or terminate your access to the Service immediately if:

• You materially breach these Terms (especially the acceptable-use section)
• Your payment fails and is not cured within 14 days
• We're legally required to do so
• Sustained abuse-rate complaints, abandonment-rate violations, or carrier complaints arise from your account

On termination: we provide you with a 30-day window to export your data via the in-app export tool, after which data is permanently deleted per the schedule in our Privacy Policy.

You may terminate your account at any time. Outstanding amounts (overage charges accrued before termination) remain due.

8. Intellectual property

The Service, its underlying software, models, templates, branding, and documentation remain our property. You retain ownership of: (a) the prompts, knowledge bases, and configurations you upload; (b) the call recordings, transcripts, and metadata generated on your account; (c) your end-user records.

You grant us a non-exclusive license to use your data solely to operate, maintain, and improve the Service for you. We do not use your data to train models for other customers.

9. AI output disclaimer

Our AI agents generate output based on the prompts and knowledge bases you configure. AI outputs may contain errors, omissions, or hallucinations. You are responsible for reviewing and supervising your agents' behavior, especially in regulated contexts (legal, medical, financial advice). We disclaim liability for content generated by AI on your agents that you have not reviewed.

10. Warranties & disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY.

11. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR AGGREGATE LIABILITY UNDER OR RELATING TO THESE TERMS IS LIMITED TO THE GREATER OF (A) THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM, OR (B) $100 USD. WE ARE NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL — EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Some jurisdictions do not allow exclusion or limitation of certain damages; the above limits apply to the maximum extent permitted by law.

12. Indemnification

You agree to defend, indemnify, and hold harmless VICIagent and its officers, employees, and affiliates from any claim, damage, liability, cost, or expense (including reasonable attorneys' fees) arising from: (a) your use of the Service in violation of these Terms or any applicable law; (b) content you upload or configure your agents to say; (c) end-user records you submit; (d) claims by End Users alleging unlawful contact, including TCPA violations.

13. Governing law & disputes

These Terms are governed by the laws of [State / Country — update before going live] without regard to its conflict-of-laws principles. Disputes will be resolved in the courts of [Jurisdiction — update before going live], and you consent to personal jurisdiction there.

14. Changes to these Terms

We may update these Terms periodically. Material changes will be announced via email to the account owner at least 30 days before they take effect. Continued use of the Service after the effective date constitutes acceptance.

15. Contact

Questions about these Terms: email support@viciagent.com or write to us at the address on our Contact page.

Note: these Terms are a template fit for OAuth-verification submission and early-stage onboarding. Before scaling to material customer volume, you should have a qualified attorney review them, particularly the governing law / disputes / liability sections, plus any industry-specific addendums (HIPAA BAAs, DPAs for EU customers, etc.).