These Terms of Service ("Terms") constitute a legally binding agreement between you, the business entity subscribing to our services ("Client," "you," "your"), and Legacy Universal Solutions LLC ("LUS," "we," "us," "our"). By creating an account, clicking "I Agree," or otherwise accessing or using our AI Voice Assistant services (the "Service"), you agree to be bound by these Terms, our Privacy Policy, and our Data Processing Addendum, all of which are incorporated herein by reference.
You represent and warrant that you have the legal authority to bind your entity to these Terms. If you do not agree to these Terms, you may not access or use the Service.
Subject to your compliance with these Terms, LUS grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service solely for your internal business purposes of communicating with your customers and prospective customers ("End-Users").
You are responsible for all activities that occur under your account, including the actions of any authorized users. You agree to maintain the confidentiality of your account credentials and to notify us immediately of any unauthorized use. You agree not to use the Service for any unlawful or prohibited purpose, including but not limited to: transmitting any harassing, defamatory, or illegal content; infringing on intellectual property rights; or attempting to disrupt or compromise the security of the Service.
This section contains critical obligations that are a material condition of your use of the Service. Your compliance is essential.
4.1 General Compliance Warranty: You represent and warrant that your use of the Service, and your instructions to us, will comply with all applicable international, federal, state, and local laws, rules, and regulations, including but not limited to those related to privacy, data security, and telemarketing.
4.2 TCPA Compliance Warranty: You acknowledge that the Service utilizes an AI-generated voice, which is considered an "artificial or prerecorded voice" under the Telephone Consumer Protection Act (TCPA). You represent and warrant that you will:
Obtain the proper level of prior express consent from each End-User before initiating any call or text message through the Service.
For any communication that could be construed as "telemarketing," you will obtain "prior express written consent" from the End-User, which must include a clear and conspicuous disclosure that they will receive calls/texts made with an AI/artificial voice.
Maintain and honor your own company-specific Do-Not-Call (DNC) list and suppress any numbers on the National DNC Registry as required.
Strictly adhere to all calling time restrictions (e.g., 8 a.m. to 9 p.m. in the End-User's time zone).
4.3 Data Privacy Law Compliance Warranty: You represent and warrant that you are the "Data Controller" or "Business" with respect to all End-User personal data you provide to the Service. You warrant that you will:
Provide all necessary notices to End-Users and obtain all necessary consents and rights required under applicable data privacy laws, including the VCDPA and CCPA/CPRA, to allow LUS to lawfully process the data on your behalf.
Obtain explicit, opt-in consent from End-Users for the processing of any "sensitive data" as defined by applicable law, including data related to health or biometric information derived from voice recordings.
4.4 Call Recording Laws Warranty: You acknowledge that the Service records calls. You are solely responsible for complying with all applicable federal and state laws regarding call recording, including obtaining consent from all parties on a call where required (i.e., in "two-party" or "all-party" consent states).
Fees for the Service are detailed on our pricing page and are billed in advance on a subscription basis. All payments are non-refundable. You authorize us to charge your designated payment method for all applicable fees.
We own all right, title, and interest in and to the Service, including all underlying software, technology, and AI models. You own all right, title, and interest in and to your data, including End-User information ("Client Data"). You grant us a limited license to use Client Data solely for the purpose of providing and improving the Service for you.
Each party agrees to protect the other's Confidential Information with the same degree of care it uses for its own, but no less than a reasonable degree of care. Confidential Information may only be used to perform obligations under these Terms.
These Terms remain in effect for the duration of your subscription. We may suspend or terminate your access to the Service immediately and without notice if you breach these Terms, particularly the obligations in Section 4.
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. YOU ACKNOWLEDGE THAT AI SYSTEMS ARE PROBABILISTIC AND MAY PRODUCE INACCURATE OR UNINTENDED OUTPUT. LUS IS NOT RESPONSIBLE FOR ANY ACTIONS TAKEN OR DECISIONS MADE BASED ON THE OUTPUT OF THE SERVICE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL LUS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES. OUR TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO LUS IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
You agree to indemnify, defend, and hold harmless Legacy Universal Solutions LLC, its affiliates, officers, directors, and employees from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or in any way connected with: (a) your access to or use of the Service; (b) your Client Data; or (c) your breach of any representation or warranty in these Terms, including, without limitation, any claims arising from alleged violations of the TCPA, VCDPA, CCPA/CPRA, or call recording laws.
These Terms shall be governed by the laws of the Commonwealth of Virginia, without regard to its conflict of law principles. Any dispute arising from these Terms shall be resolved exclusively through final and binding arbitration in Virginia. YOU AND LUS AGREE TO WAIVE ANY RIGHT TO A JURY TRIAL AND TO BRING CLAIMS ONLY IN AN INDIVIDUAL CAPACITY, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
These Terms, along with the Privacy Policy and Data Processing Addendum, constitute the entire agreement between you and LUS. If any provision is found to be unenforceable, the remaining provisions will remain in full force and effect.
This Data Processing Addendum ("DPA") is incorporated into and forms part of the Terms of Service between Legacy Universal Solutions LLC ("Processor") and the Client ("Controller"). This DPA reflects the parties' agreement with regard to the Processing of Personal Data.
Terms such as "Personal Data," "Processing," "Data Subject," "Controller," and "Processor" shall have the meanings ascribed to them in the VCDPA. "Applicable Data Protection Law" shall mean the VCDPA, CCPA/CPRA, and any other applicable data privacy and security laws. "Security Incident" means a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Personal Data.
The parties agree that for the purposes of Applicable Data Protection Law, the Client is the Controller and LUS is the Processor of Personal Data. The Controller is solely responsible for ensuring the accuracy, quality, and legality of the Personal Data and the means by which it acquired Personal Data, including providing all required notices and obtaining all necessary consents.
Subject Matter: The provision of AI Voice Assistant services as described in the Terms.
Duration: For the term of the Client's subscription to the Service.
Nature and Purpose: To initiate and manage automated voice and text communications with End-Users on behalf of the Controller for purposes such as appointment setting, reminders, and follow-ups, as instructed by the Controller.
Categories of Data Subjects: End-Users of the Controller (e.g., customers, patients, clients).
Categories of Personal Data: Identifiers (name, phone number, email), Audio/Electronic Information (call recordings, transcripts), and Commercial Information (appointment details).
Special Categories of Personal Data (Sensitive Data): Biometric information from voice data; data implicitly revealing health status through appointment context. Processing of this data is done solely on behalf of and as instructed by the Controller.
LUS agrees to: a. Process Personal Data only on the documented instructions of the Controller, as set forth in the Terms and this DPA.
b. Not "sell" or "share" Personal Data as defined by the CCPA/CPRA.
c. Inform the Controller if, in its opinion, an instruction infringes Applicable Data Protection Law.
d. Ensure that all personnel authorized to process Personal Data are subject to a duty of confidentiality.
The Controller provides a general authorization for LUS to engage third-party sub-processors to support the Service. LUS shall maintain a list of its sub-processors and will inform the Controller of any intended changes concerning the addition or replacement of sub-processors, thereby giving the Controller the opportunity to object. LUS will impose data protection obligations on its sub-processors that are equivalent to those set out in this DPA.
LUS shall implement and maintain appropriate technical and organizational measures to ensure a level of security appropriate to the risk, as detailed in our Privacy Policy and security documentation.
LUS will, to the extent legally permitted, promptly notify the Controller of any request received from a Data Subject. Taking into account the nature of the Processing, LUS will assist the Controller by appropriate technical and organizational measures, insofar as this is possible, for the fulfilment of the Controller's obligation to respond to requests for exercising Data Subject rights.
Upon becoming aware of a Security Incident, LUS shall notify the Controller without undue delay and shall provide timely information relating to the Security Incident as it becomes known or as is reasonably requested by the Controller.
Upon reasonable request, LUS shall make available to the Controller all information necessary to demonstrate compliance with this DPA and allow for and contribute to audits, including inspections, conducted by the Controller or an auditor mandated by the Controller, under reasonable conditions of notice and confidentiality.
Upon termination of the Service, LUS shall, at the choice of the Controller, delete or return all Personal Data to the Controller and delete existing copies unless applicable law requires storage of the Personal Data.