CALLURA TERMS OF SERVICE
Effective Date: February 17, 2026
INTRODUCTION
These Terms of Service (“Agreement” or “Terms”) constitute a legally binding agreement between the entity or person accepting these Terms (“Client,” “you,” or “your”) and Callura Limited Liability Company, a Wyoming limited liability company (“Callura,” “we,” “us,” or “our”).
By accessing or using the Service, executing an Order Form that references these Terms, or clicking to accept these Terms, you agree to be bound by this Agreement.
If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to this Agreement. If you do not have such authority, or if you do not agree with these Terms, you may not use the Service.
INFORMATION WE COLLECT
DEFINITIONS
“Acceptable Use Policy” or “AUP” means the acceptable use policy set forth in Section 7 of this Agreement, as may be updated by Callura from time to time.
“Authorized Users” means Client’s employees, contractors, and agents who are authorized by Client to access and use the Service on Client’s behalf.
“Business Associate Agreement” or “BAA” means a separate agreement between Callura and Client that governs the handling of Protected Health Information in compliance with HIPAA.
“Client Data” means all data, information, content, and materials that Client or its Authorized Users upload, transmit, or otherwise provide through the Service, including call recordings, transcripts, appointment data, patient information, and configurations.
“Confidential Information” means any information disclosed by one party to the other that is designated as confidential or that, given the nature of the information or circumstances of disclosure, should reasonably be understood to be confidential. Confidential Information includes, but is not limited to, business plans, pricing, technical data, customer lists, and the terms of this Agreement.
“Documentation” means the user guides, technical documentation, and other materials provided by Callura describing the features and functionality of the Service.
“Feedback” means any suggestions, ideas, enhancement requests, recommendations, or other feedback provided by Client or its Authorized Users regarding the Service.
“HIPAA” means the Health Insurance Portability and Accountability Act of 1996, as amended, and its implementing regulations.
“Order Form” means an ordering document, statement of work, or online order specifying the Services to be provided, applicable fees, and other terms, which is executed by both parties or accepted electronically by Client and references this Agreement.
“PHI” or “Protected Health Information” has the meaning given to such term under HIPAA.
“Service” means Callura’s AI-powered voice communication platform, including inbound and outbound call handling, appointment scheduling, call routing, practice management system integrations, call recordings, transcripts, analytics, and any related features, applications, and services provided by Callura.
“Subprocessors” means third-party service providers engaged by Callura to assist in providing the Service.
“Third-Party Services” means third-party applications, services, or platforms that integrate with
or are accessed through the Service, including but not limited to practice management systems,
electronic health record systems, telephony providers, and payment processors.
THE SERVICE
2.1 Service Description
Subject to Client’s compliance with this Agreement and payment of applicable fees, Callura grants Client a non-exclusive, non-transferable, limited right to access and use the Service during the Term solely for Client’s internal business purposes.
2.2 Service Features
The Service may include the following features, as specified in the applicable Order Form: (a) AI-powered inbound call handling and response; (b) AI-powered outbound calling; (c) appointment scheduling and management; (d) call routing and transfer capabilities; (e) integration with practice management systems and electronic health record systems; (f) call
recording and transcription; (g) analytics and reporting dashboard; and (h) such other features as Callura may make available from time to time.
2.3 Service Modifications
Callura reserves the right to modify, update, or discontinue any aspect of the Service at any time. Callura will provide Client with reasonable notice of any material changes that adversely affect the functionality of the Service. Continued use of the Service after such modifications constitutes acceptance of the modified Service.
2.4 Beta Features
Callura may, from time to time, offer access to features, functionality, or services designated as
“beta,” “preview,” “early access,” or similar designation (“Beta Features”). Beta Features are
provided “AS IS” without any warranty of any kind. Callura makes no commitments regarding
the availability, functionality, or performance of Beta Features, and may modify or discontinue
Beta Features at any time without notice. Client’s use of Beta Features is at Client’s sole risk.
ACCOUNT REGISTRATION AND ACCESS
3.1 Account Creation
To access the Service, Client must create an account and provide accurate, complete, and current information. Client agrees to update such information as necessary to maintain its accuracy.
3.2 Account Security
Client is responsible for maintaining the confidentiality of its account credentials and for all activities that occur under its account. Client shall immediately notify Callura of any unauthorized use of its account or any other breach of security.
3.3 Authorized Users
Client is responsible for ensuring that all Authorized Users comply with this Agreement. Client shall be liable for any acts or omissions of its Authorized Users that would constitute a breach of this Agreement if performed by Client.
PAYMENT TERMS
4.1 Fees
Client shall pay all fees specified in the applicable Order Form. Fees may include a one-time setup fee, recurring monthly fees (whether fixed or usage-based), and any other fees specified in the Order Form. All fees are quoted and payable in United States dollars unless otherwise specified.
4.2 Payment Terms
All invoiced amounts are due and payable within five (5) days of the invoice date. Payments are processed through Stripe or such other payment processor as Callura may designate. Client authorizes Callura to charge the payment method on file for all fees when due.
4.3 Late Payments
Any amounts not paid when due shall bear interest at the rate of one and one-half percent (1.5%) per month, or the maximum rate permitted by law, whichever is less, calculated from the date such amount was due until the date paid.
4.4 Suspension for Non-Payment
If Client fails to pay any amounts when due, Callura may, upon five (5) days’ written notice, suspend Client’s access to the Service until all outstanding amounts are paid. Reactivation of a suspended account shall require payment of all outstanding amounts plus a reactivation fee of One Thousand Dollars ($1,000.00).
4.5 Taxes
All fees are exclusive of taxes. Client shall be responsible for all sales, use, value-added, and other taxes and duties, however designated, except for taxes based on Callura’s net income.
4.6 Price Changes
Callura may modify its fees upon thirty (30) days’ prior written notice to Client. Fee changes shall take effect at the beginning of the next billing cycle following the notice period. If Client does not agree to the fee change, Client may terminate this Agreement by providing written notice before the fee change takes effect.
4.7 No Refunds
Except as expressly provided in this Agreement, all fees paid are non-refundable. Setup fees
are non-refundable upon commencement of implementation services.
TERM AND TERMINATION
5.1 Term
This Agreement commences on the date Client first accepts this Agreement or accesses the Service (“Effective Date”) and continues on a month-to-month basis until terminated in accordance with this Section (“Term”).
5.2 Termination for Convenience
Either party may terminate this Agreement for any reason or no reason upon thirty (30) days’ prior written notice to the other party.
5.3 Termination for Cause
Either party may terminate this Agreement immediately upon written notice if the other party: (a) materially breaches this Agreement and fails to cure such breach within ten (10) days after receiving written notice thereof; or (b) becomes the subject of a petition in bankruptcy or any proceeding relating to insolvency, receivership, or liquidation.
5.4 Termination for Regulatory Risk or Policy Violations
Notwithstanding Section 5.3, Callura may suspend or terminate this Agreement immediately without prior notice if: (a) Client violates the Acceptable Use Policy; (b) Client transmits PHI without a valid, executed BAA; (c) Client’s use of the Service poses a security risk to Callura or any third party; (d) Client’s use of the Service may subject Callura to liability; or (e) Client is in violation of applicable law.
5.5 Effect of Termination
Upon termination or expiration of this Agreement: (a) Client’s right to access and use the Service shall immediately cease; (b) Client shall pay all amounts owed to Callura; (c) each party shall return or destroy all Confidential Information of the other party in its possession; and (d) Callura shall delete Client Data in accordance with Section 8.5.
5.6 Survival
The following Sections shall survive termination or expiration of this Agreement: Section 1 (Definitions), Section 4 (Payment Terms) with respect to amounts accrued prior to termination, Section 5.5 (Effect of Termination), Section 5.6 (Survival), Section 8 (Data Ownership and Privacy), Section 11 (Intellectual Property), Section 12 (Confidentiality), Section 13
(Disclaimers), Section 14 (Limitation of Liability), Section 15 (Indemnification), Section 16 (Dispute Resolution), and Section 18 (General Provisions).
CLIENT OBLIGATIONS
6.1 Compliance with Laws
Client shall use the Service in compliance with all applicable federal, state, and local laws, rules, and regulations, including but not limited to HIPAA, the Telephone Consumer Protection Act (“TCPA”), state wiretapping and call recording laws, and regulations governing automated telephone communications.
6.2 Consent and Disclosure Requirements
Client is solely responsible for: (a) obtaining all necessary consents from call recipients, including consent to receive calls, consent to call recording, and consent to communicate with an AI-powered system; (b) providing all required disclosures to call recipients, including disclosure that calls may be recorded and disclosure that the call is being handled by an
artificial intelligence system; and (c) complying with two-party consent laws in jurisdictions where applicable.
CLIENT REPRESENTS AND WARRANTS THAT IT WILL OBTAIN ALL REQUIRED CONSENTS AND PROVIDE ALL REQUIRED DISCLOSURES BEFORE USING THE SERVICE.
6.3 Call Content
Client is solely responsible for all scripts, prompts, configurations, and instructions provided to Callura for use in the Service, and for all content communicated through the Service on Client’s behalf. Callura does not review, approve, or endorse the content of any calls made or received through the Service.
6.4 Third-Party Credentials
Client is responsible for maintaining valid accounts and credentials with all Third-Party Services integrated with the Service, including practice management systems and electronic health record systems. Client shall promptly update credentials as necessary and shall notify Callura of any changes that may affect the integration.
6.5 Accurate Information
Client shall provide accurate and complete information regarding its business, services, pricing, availability, and other information used by the Service. Callura is not responsible for errors or inaccuracies resulting from incorrect information provided by Client.
ACCEPTABLE USE POLICY
7.1 Prohibited Uses
Client shall not, and shall not permit any Authorized User or third party to, use the Service to: (a) impersonate any person or entity, or falsely state or misrepresent Client’s affiliation with any person or entity; (b) engage in fraudulent, deceptive, or misleading practices; (c) provide medical diagnosis, treatment recommendations, or medical advice; (d) handle medical
emergencies or urgent health matters; (e) harass, abuse, threaten, or intimidate any person; (f) transmit any content that is unlawful, harmful, defamatory, obscene, or otherwise objectionable; (g) interfere with or disrupt the Service or servers or networks connected to the Service; (h) attempt to gain unauthorized access to any part of the Service, other accounts, or computer systems; (i) use the Service for any illegal purpose; (j) violate any applicable law or regulation; (k) collect or store personal information about third parties without their consent; or (l) use the Service in any manner that could damage, disable, overburden, or impair the Service.
7.2 Technical Restrictions
Client shall not: (a) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code or underlying algorithms of the Service; (b) attempt to extract, probe, or harvest prompts, model weights, training data, or other proprietary elements of Callura’s artificial intelligence systems; (c) use automated means to access the Service except through APIs provided by Callura; (d) sublicense, sell, resell, transfer, or distribute the Service to any third party; or (e) remove, alter, or obscure any proprietary notices on the Service.
7.3 Enforcement
Callura may investigate any suspected violation of this AUP. Callura’s determination of whether a violation has occurred shall be final and binding. Upon determination of a violation, Callura may, in its sole discretion and without limiting any other remedies: (a) issue a warning; (b) suspend Client’s access to the Service; (c) terminate this Agreement immediately without refund; or (d) pursue any other legal remedies available.
7.4 Updates to AUP
Callura may update this AUP from time to time by posting a revised version on its website. Client’s continued use of the Service after such posting constitutes acceptance of the updated AUP.
DATA OWNERSHIP AND PRIVACY
8.1 Client Data Ownership
As between Callura and Client, Client retains all right, title, and interest in and to Client Data. Client grants Callura a non-exclusive, worldwide, royalty-free license to use, copy, store, transmit, and display Client Data solely to the extent necessary to provide the Service and as otherwise permitted by this Agreement.
8.2 Aggregated and De-Identified Data
Callura may use Client Data to create aggregated and de-identified data that does not identify Client or any individual (“Aggregated Data”). De-identification shall be performed in accordance with 45 CFR § 164.514(b) where PHI is involved. Callura may use Aggregated Data for any lawful purpose, including to improve the Service, develop new products and services, and conduct research and analytics.
8.3 Privacy Policy
Callura’s collection and use of personal information is governed by Callura’s Privacy Policy, available at callura.io/privacy, which is incorporated into this Agreement by reference. 8.4 Subprocessors
Client acknowledges and agrees that Callura may engage Subprocessors to assist in providing the Service. Current Subprocessors include Retell AI (voice AI infrastructure), Twilio (telephony services), Amazon Web Services (cloud hosting), and Stripe (payment processing). Callura shall maintain a list of Subprocessors and shall notify Client of any new Subprocessors. Callura shall ensure that all Subprocessors are bound by data protection obligations no less protective than those in this Agreement.
8.5 Data Retention and Deletion
Following termination of this Agreement, Callura shall retain Client Data for a period of thirty (30) days, during which Client may request export of Client Data. After such period, Callura shall delete Client Data from its systems, except as required to comply with legal obligations or as permitted with respect to Aggregated Data. Callura shall provide Client Data export in a commonly used, machine-readable format within ten (10) business days of written request.
8.6 Data Security
Callura shall maintain administrative, technical, and physical safeguards designed to protect Client Data against unauthorized access, use, or disclosure. Such safeguards shall be no less rigorous than accepted industry practices.
HIPAA COMPLIANCE
9.1 BAA Requirement
If Client is a Covered Entity or Business Associate under HIPAA, Client shall not transmit, store, or otherwise make accessible any PHI through the Service unless and until Client and Callura have executed a Business Associate Agreement. Client’s transmission of PHI without a valid, executed BAA constitutes a material breach of this Agreement.
9.2 Conflict with BAA
In the event of any conflict between this Agreement and an executed BAA, the terms of the BAA shall control with respect to PHI.
9.3 Suspension for HIPAA Violations
Callura may immediately suspend Client’s access to the Service, without prior notice, if Callura reasonably believes that Client is transmitting PHI without a valid BAA or is otherwise violating HIPAA requirements. Suspension shall continue until Client demonstrates compliance to Callura’s reasonable satisfaction.
9.4 Breach Notification
In the event of a breach of unsecured PHI, Callura shall notify Client without unreasonable delay, and in no event later than required by applicable law, including the HIPAA Breach Notification Rule.
THIRD-PARTY SERVICES
10.1 Third-Party Integrations
The Service may integrate with or provide access to Third-Party Services, including practice management systems, electronic health record systems, and telephony providers. Client acknowledges that Third-Party Services are provided by third parties and are subject to separate terms and conditions.
10.2 Disclaimer of Third-Party Services
CALLURA DOES NOT WARRANT OR GUARANTEE THE AVAILABILITY, ACCURACY, RELIABILITY, OR PERFORMANCE OF ANY THIRD-PARTY SERVICE. CALLURA SHALL NOT BE LIABLE FOR: (A) ANY DOWNTIME, OUTAGE, OR UNAVAILABILITY OF ANY THIRD-PARTY SERVICE; (B) ANY CHANGES TO, DEPRECATION OF, OR DISCONTINUATION OF ANY THIRD-PARTY API OR SERVICE; (C) ANY DATA SYNCHRONIZATION FAILURES OR ERRORS CAUSED BY THIRD-PARTY SERVICES; (D) ANY ACTS OR OMISSIONS OF THIRD-PARTY SERVICE PROVIDERS; OR (E) ANY LOSS OR CORRUPTION OF DATA TRANSMITTED TO OR FROM THIRD-PARTY SERVICES.
10.3 Integration Availability
Integrations with Third-Party Services are provided on a “best-efforts” basis. Callura may modify or discontinue any integration upon reasonable notice to Client. Callura shall not be liable for any costs, damages, or losses arising from the modification or discontinuation of any integration.
INTELLECTUAL PROPERTY
11.1 Callura IP
Callura and its licensors retain all right, title, and interest in and to the Service, including all software, algorithms, models, interfaces, Documentation, and other materials, and all intellectual property rights therein. Except for the limited rights expressly granted in this Agreement, no rights are granted to Client.
11.2 Feedback
If Client provides any Feedback to Callura, Client hereby grants Callura a perpetual, irrevocable, worldwide, royalty-free license to use, reproduce, modify, create derivative works from, distribute, and otherwise exploit such Feedback for any purpose, without compensation, attribution, or obligation to Client.
11.3 Client Configurations
Custom prompts, scripts, and configurations created by Client using the Service are licensed to Callura for use in providing the Service and for improving Callura’s products and services, subject to the confidentiality obligations in this Agreement.
CONFIDENTIALITY
12.1 Confidentiality Obligations
Each party agrees to: (a) maintain the confidentiality of the other party’s Confidential Information using at least the same degree of care it uses to protect its own confidential information, but no less than reasonable care; (b) not disclose Confidential Information to any third party except as permitted by this Agreement; and (c) use Confidential Information only for the purposes of performing its obligations or exercising its rights under this Agreement.
12.2 Permitted Disclosures
A party may disclose Confidential Information: (a) to its employees, contractors, and agents who have a need to know and who are bound by confidentiality obligations at least as protective as those in this Agreement; (b) to the extent required by law, regulation, or court order, provided that the receiving party gives the disclosing party prompt notice (to the extent permitted) and cooperates in seeking a protective order; or (c) with the prior written consent of the disclosing party.
12.3 Exclusions
Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was rightfully in the receiving party’s possession prior to disclosure; (c) is independently developed by the receiving party without use of the disclosing party’s Confidential Information; or (d) is rightfully obtained from a third party without restriction.
DISCLAIMERS
THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CALLURA EXPRESSLY DISCLAIMS ALL ARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE,
INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
CALLURA DOES NOT WARRANT THAT: (A) THE SERVICE WILL MEET CLIENT’S REQUIREMENTS; (B) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) THE RESULTS OBTAINED FROM USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE; (D) ANY ERRORS IN THE SERVICE WILL BE CORRECTED;
OR (E) THE SERVICE WILL BE COMPATIBLE WITH ANY PARTICULAR HARDWARE OR
SOFTWARE.
CALLURA MAKES NO GUARANTEES REGARDING: (A) BOOKING RATES,
APPOINTMENT CONVERSION, OR REVENUE; (B) THE ACCURACY, COMPLETENESS, OR RELIABILITY OF AI-GENERATED RESPONSES OR OUTPUTS; (C) THE AVAILABILITY OR UPTIME OF THE SERVICE; OR (D) THE PERFORMANCE OF ANY
THIRD-PARTY SERVICE OR INTEGRATION.
CLIENT ACKNOWLEDGES THAT THE SERVICE UTILIZES ARTIFICIAL INTELLIGENCE AND MACHINE LEARNING TECHNOLOGIES THAT MAY PRODUCE ERRORS, INACCURACIES, OR UNEXPECTED RESULTS. CLIENT IS SOLELY RESPONSIBLE FORREVIEWING AND VERIFYING ALL OUTPUTS GENERATED BY THE SERVICE.
LIMITATION OF LIABILITY
14.1 Exclusion of Consequential Damages
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT
LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
14.2 Cap on Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CALLURA’S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE TOTAL FEES PAID BY CLIENT TO CALLURA IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING
RISE TO THE CLAIM.
14.3 Exceptions
The limitations set forth in this Section 14 shall not apply to: (a) either party’s indemnification obligations under Section 15; (b) either party’s breach of its confidentiality obligations under Section 12; (c) Client’s payment obligations under Section 4; (d) damages arising from a party’s gross negligence or willful misconduct; or (e) Client’s violation of Section 7 (Acceptable Use Policy) or Section 11 (Intellectual Property).
14.4 Basis of the Bargain
THE LIMITATIONS OF LIABILITY IN THIS SECTION 14 ARE A FUNDAMENTAL PART OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES AND SHALL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
INDEMNIFICATION
15.1 Client Indemnification
Client shall defend, indemnify, and hold harmless Callura and its officers, directors, employees, agents, successors, and assigns from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) Client’s use of the Service; (b) Client Data or any content communicated through the Service on Client’s behalf; (c) Client’s scripts, prompts, configurations, or instructions; (d) Client’s violation of any law, regulation, or third-party right, including HIPAA, TCPA, and wiretapping laws; (e) Client’s breach of this Agreement; (f) any claim that Client failed to obtain required consents or provide required disclosures; or (g) Client’s use of Third-Party Services.
15.2 Indemnification Procedures
Callura shall: (a) provide Client with prompt written notice of any claim subject to indemnification; (b) grant Client sole control of the defense and settlement of such claim, provided that Client shall not settle any claim in a manner that imposes any obligation on Callura without Callura’s prior written consent; and (c) provide reasonable cooperation to Client,
at Client’s expense, in connection with the defense and settlement of such claim. Failure to provide timely notice shall not relieve Client of its indemnification obligations except to the extent Client is materially prejudiced by such failure.
DISPUTE RESOLUTION
16.1 Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of Wyoming, without regard to its conflict of laws principles.
16.2 Venue
Any action or proceeding arising out of or relating to this Agreement shall be brought exclusively in the state or federal courts located in Wyoming. Each party hereby irrevocably submits to the personal jurisdiction of such courts and waives any objection to venue in such courts, including any objection based on inconvenient forum.
16.3 Waiver of Jury Trial
EACH PARTY HEREBY WAIVES ITS RIGHT TO A JURY TRIAL IN CONNECTION WITH ANY DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT.
16.4 Limitation Period
Any claim arising out of or relating to this Agreement must be brought within one (1) year after the cause of action accrues, or such claim shall be permanently barred.
16.5 Attorneys’ Fees
In any action or proceeding to enforce this Agreement, the prevailing party shall be entitled to
recover its reasonable attorneys’ fees and costs from the non-prevailing party.
AUDIT RIGHTS
Upon reasonable advance notice, Callura may audit Client’s use of the Service to verify compliance with this Agreement. Such audits shall be conducted during normal business hours and shall not unreasonably interfere with Client’s operations. Client shall cooperate with Callura in connection with any such audit.
GENERAL PROVISIONS
18.1 Entire Agreement
This Agreement, together with any Order Forms and the BAA (if applicable), constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous communications, representations, or agreements, whether oral or written.
18.2 Amendment
Callura may modify this Agreement by posting a revised version on its website and providing notice to Client. Client’s continued use of the Service after the effective date of any modification constitutes acceptance of the modified Agreement. If Client does not agree to the modification, Client may terminate this Agreement by providing written notice within thirty (30) days of the modification.
18.3 Assignment
Client may not assign or transfer this Agreement, in whole or in part, without Callura’s prior written consent. Any attempted assignment in violation of this Section shall be void. Callura may assign this Agreement without restriction, including in connection with a merger, acquisition, or sale of all or substantially all of its assets. This Agreement shall bind and inure to the benefit of the parties and their respective successors and permitted assigns.
18.4 Force Majeure
Neither party shall be liable for any delay or failure to perform its obligations under this Agreement (other than payment obligations) due to causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, epidemics, pandemics, strikes, or failures of third-party
telecommunications or power supply.
18.5 Notices
All notices under this Agreement shall be in writing and shall be deemed given: (a) upon delivery if delivered personally; (b) upon confirmation of receipt if sent by email; (c) one (1) business day after deposit with a nationally recognized overnight courier; or (d) three (3) business days after deposit in the United States mail, postage prepaid, certified or registered,
return receipt requested. Notices to Callura shall be sent to: Callura Limited Liability Company, 30 N Gould St # 58109, Sheridan, WY 82801, Attention: Legal, Email: legal@callura.io. Notices to Client shall be sent to the address or email on file in Client’s account.
18.6 Severability
If any provision of this Agreement is held to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable, or if modification is not possible, shall be severed from this Agreement, and the remaining provisionsshall continue in full force and effect.
18.7 Waiver
No failure or delay by either party in exercising any right or remedy under this Agreement shall operate as a waiver thereof. No waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party.
18.8 Independent Contractors
The parties are independent contractors. Nothing in this Agreement shall be construed to create a partnership, joint venture, employment, or agency relationship between the parties.
18.9 No Third-Party Beneficiaries
This Agreement is for the sole benefit of the parties and their permitted assigns. Nothing in this Agreement shall confer any rights or remedies on any third party.
18.10 Export Compliance
Client shall comply with all applicable export control and sanctions laws and regulations in connection with its use of the Service.
18.11 Construction
The headings in this Agreement are for convenience only and shall not affect its interpretation. The terms “include” and “including” shall be deemed to be followed by “without limitation.” This Agreement shall be construed without regard to any presumption against the party that drafted it.
CONTACT INFORMATION
For questions about this Agreement, please contact:
Callura Limited Liability Company
30 N Gould St # 58109
Sheridan, WY 82801
Email: legal@callura.io (legal inquiries)
Email: security@callura.io (security inquiries)
SMS MESSAGING TERMS
This Section 20 applies to end users (“Recipients”) who receive text messages (SMS) sent through the Callura platform on behalf of Callura’s clients. By providing a phone number during a call handled by the Callura Service, Recipients consent to receive the text messages described below.
20.1 Program Name and Description
Program Name: Callura Appointment Messaging Callura’s SMS messaging program sends automated text messages to individuals who call businesses that use the Callura AI-powered voice communication platform. Messages are
limited to the following categories: (a) appointment confirmations containing the date, time, and location of a scheduled appointment; (b) follow-up notifications when a call transfer to the business is unsuccessful; and (c) callback information providing the business phone number when a caller inquires but does not schedule an appointment. Messages are transactional in nature and are not used for marketing or promotional purposes.
20.2 Message Frequency
Recipients will receive no more than one (1) SMS message per phone call interaction. Message frequency will not exceed the number of calls placed to or received from the business. No recurring or subscription-based messages are sent.
20.3 Message and Data Rates
Message and data rates may apply. Recipients are responsible for any charges imposed bytheir wireless carrier for receiving text messages. Callura is not responsible for any fees charged the Recipient’s wireless carrier.
20.4 Opt-Out Instructions
Recipients may opt out of receiving text messages at any time by replying STOP to any message received from the program. Upon receipt of an opt-out request, no further messages will be sent to the Recipient’s phone number from that program. Recipients will receive a single confirmation message acknowledging the opt-out request.
20.5 Help and Support
For help or questions about SMS messages received through the Callura platform, Recipients may reply HELP to any message or contact Callura at:
Email: support@callura.io
Phone: (307) 314-1066
20.6 Supported Carriers
Callura’s SMS messaging is supported on all major U.S. wireless carriers, including but not limited to AT&T, T-Mobile, and Verizon. Carrier support is subject to change. Callura is not liable for messages that are delayed or undelivered due to carrier issues.
20.7 Privacy
Callura does not sell, share, or disclose Recipient phone numbers or message content to third parties for marketing purposes. Callura’s collection and use of personal information is governed by Callura’s Privacy Policy, available at callura.io/privacy.