Terms of Use

1. Definitions

For the purposes of these Terms, the following definitions apply:

2. Eligibility

You may access and use the Services only if:

• You are at least 18 years of age
• You have the legal capacity to enter into binding contracts under applicable law
• You are not prohibited from using the Services under any applicable law or regulation
• If using on behalf of an organization: you are duly authorized to bind that organization to these Terms
• Your use of the Services complies with all laws applicable in your jurisdiction

VerblyAI reserves the right to refuse service to any individual or entity at its sole discretion.

3. Account Registration & Security

3.1 Account Creation

Certain features of the Services require you to create an account. When registering, you agree to:

• Provide accurate, current, and complete information
• Keep your account information updated at all times
• Choose a strong and unique password; not reuse passwords from other services
• Not share your account credentials with any unauthorized person

3.2 Account Security

• You are solely responsible for all activities that occur under your account
• Notify VerblyAI immediately of any unauthorized access, security breach, or suspected compromise of credentials at: tickets@verblyai.com
• VerblyAI will not be liable for any loss resulting from unauthorized access due to your failure to safeguard credentials

3.3 Account Suspension & Termination

VerblyAI may suspend or terminate any account at its discretion, with or without notice, for reasons including but not limited to: breach of these Terms, security risk, non-payment, or legal obligation. Upon termination, unused credits or balances are forfeited and not refundable.

4. Description of Services

VerblyAI provides an AI-powered communication and automation platform that enables businesses to automate customer engagement across multiple channels. Services include:

• AI voice agents for inbound and outbound phone calls
• IVR (Interactive Voice Response) systems
• Omnichannel messaging automation: WhatsApp, Instagram, SMS, and Email
• Lead capture, qualification, and automated CRM synchronization
• Multilingual support across 20+ Indian and international languages
• Performance analytics dashboards and real-time reporting
• Knowledge base management and AI training configuration tools
• Calendar integration and automated appointment booking
• API access and developer tools for custom integrations
• Bulk outbound calling campaign management

VerblyAI may modify, add, or discontinue any feature or aspect of the Services at any time. For material changes, registered users will receive at least 30 days advance notice.

5. Acceptable Use Policy

5.1 Permitted Use

You may use the Services solely for lawful business purposes, in compliance with these Terms, applicable laws, and any guidelines or policies published by VerblyAI.

5.2 Prohibited Conduct

You agree not to use the Services to:

• Violate any applicable local, state, national, or international law or regulation
• Conduct or facilitate phishing attacks, scam calls, fraud, or any deceptive communications
• Send spam, unsolicited bulk messages, or automated communications without recipient consent
• Impersonate any individual, organization, or entity
• Upload, transmit, or distribute content that is unlawful, defamatory, obscene, threatening, or hateful
• Attempt to gain unauthorized access to any VerblyAI system, database, or another user's account
• Interfere with, degrade, or disrupt the security, performance, or integrity of the platform
• Reverse-engineer, decompile, disassemble, or attempt to extract source code from any part of the platform
• Build a competing product or service using VerblyAI's platform, data, or intellectual property
• Scrape, harvest, or systematically extract data from the platform without written authorization
• Distribute malware, viruses, ransomware, or any malicious or harmful code
• Use the Services in any way that may expose VerblyAI to legal liability

5.3 Restricted Data

Without a separately executed Data Processing Agreement (DPA), you must not upload, process, or transmit through the Services:

• Payment card data regulated under PCI-DSS
• Government-issued identification numbers (Aadhaar, PAN, Passport, Voter ID, etc.)
• Protected health information (PHI) or any clinical or medical records
• Biometric data (facial recognition templates, fingerprints, voice prints used for identity verification)
• Sensitive financial account information
• Credentials, private keys, API secrets, or authentication tokens

VerblyAI reserves the right to immediately suspend access without notice upon detection of restricted data processing.

6. User Content

6.1 Ownership

You retain full ownership of all User Content you upload or submit to the Services.

6.2 License Granted to VerblyAI

By submitting User Content, you grant VerblyAI a non-exclusive, worldwide, royalty-free license to: host, store, display, process, transmit, and analyze the User Content solely to: (a) deliver the Services to you; (b) troubleshoot issues; and (c) improve platform performance.

6.3 Your Representations

By uploading User Content, you represent and warrant that:

• You own the content or have all necessary rights, licenses, and permissions to upload and use it
• The content does not infringe any third-party intellectual property, privacy, or data protection rights
• The content does not contain unlawful, harmful, misleading, or prohibited material
• Processing the content through VerblyAI complies with all applicable laws, including data protection regulations

6.4 VerblyAI's Rights Over Content

VerblyAI may review, remove, or restrict access to User Content that violates these Terms or any applicable law, without prior notice.

7. Intellectual Property

7.1 VerblyAI's Intellectual Property

All rights, title, and interest in and to the Services — including software, algorithms, AI models, voice synthesis technology, user interfaces, dashboards, trademarks, logos, and brand assets — are and shall remain the exclusive property of Quasitech Innovations Private Limited or its licensors.

7.2 License to Use the Services

Subject to these Terms and payment of applicable fees, VerblyAI grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services during the subscription period for your internal business operations only.

7.3 Restrictions on Use

You may not, without VerblyAI's prior written consent:

• Copy, reproduce, modify, or create derivative works of any part of the platform
• Reverse-engineer, decompile, or disassemble the software
• Transfer, sublicense, resell, or distribute access to the Services
• Use VerblyAI's trademarks, logos, or brand assets without explicit written permission
• Remove or alter any proprietary notices or labels on the platform

7.4 Feedback

Any feedback, suggestions, ideas, or recommendations you provide to VerblyAI regarding the Services may be used by VerblyAI freely and without restriction, attribution, or compensation.

8. Fees, Payments & Billing

8.1 Pricing Structure

8.2 Payment Terms

• All fees are payable at the time of purchase unless otherwise agreed in a signed commercial contract
• All prices are exclusive of applicable Goods and Services Tax (GST) and any other statutory levies, which will be added to the invoice
• Payments are processed through authorized third-party payment gateways; VerblyAI does not store or process payment card data directly
• Invoices will be issued within 3 business days of payment confirmation
• For enterprise accounts with credit terms, payment is due within the period specified in the MSA

8.3 Refund Policy

All fees paid to VerblyAI are non-refundable except where: (a) explicitly required by applicable Indian consumer protection law; (b) there is a verified platform-side outage causing material service unavailability as determined by VerblyAI; or (c) a separate written refund provision exists in an enterprise MSA.

8.4 Unused Minutes & Credits

Unused calling minutes or platform credits expire at the end of the plan's validity period and are automatically forfeited. They are non-transferable and not redeemable for cash.

8.5 Price Modifications

VerblyAI may modify pricing at any time. Existing subscribers will receive at least 30 days advance written notice of any price change affecting their active subscription.

9. Demos, Trials & Proof of Concept

• Trial and demo accounts are provided solely for evaluation purposes and do not create any contractual obligation on either party
• Do not upload, process, or transmit confidential, regulated, sensitive, or production data during any demo or trial
• Features available during demos or trials may differ from, or be a subset of, production features
• Demos and trials do not constitute legal, compliance, financial, security, or technical advice
• With your prior explicit consent, demo sessions may be recorded by VerblyAI for internal training and platform improvement
• Trial periods, feature access, and calling minutes during trials are at VerblyAI's sole discretion and may be revoked at any time

10. Service Availability & Uptime

10.1 Target Uptime

VerblyAI targets a platform availability of 99.5% on a monthly basis, excluding scheduled maintenance windows and force majeure events.

10.2 Scheduled Maintenance

Planned maintenance will typically be conducted on Sundays between 2:00 AM and 6:00 AM IST and will be communicated at least 48 hours in advance via email or in-platform notification. Emergency maintenance may be performed without advance notice where necessary.

10.3 Exclusions

Platform downtime excludes:

• Force majeure events: natural disasters, government actions, national network outages, third-party infrastructure failures
• Failures caused by Client's own systems, integrations, or configurations
• Scheduled maintenance windows communicated in advance
• Free and trial tier accounts (no uptime guarantee applies)

10.4 Enterprise SLA

Specific uptime commitments, credit structures, and remedies for enterprise clients are governed by the relevant MSA. SLA credits, where applicable, are the sole and exclusive remedy for service unavailability.

11. Third-Party Services & Integrations

VerblyAI may integrate with or enable access to third-party services, including:

• CRM Platforms: Salesforce, HubSpot, Zoho CRM
• Messaging APIs: WhatsApp Business API (Meta), Twilio, MSG91
• Calendar & Productivity: Google Calendar, Microsoft Outlook
• Payment Processing: Razorpay, Stripe
• Cloud Infrastructure: Amazon Web Services, Google Cloud, Microsoft Azure

Use of any third-party service is governed by that provider's own terms of service and privacy policy. VerblyAI makes no warranties regarding third-party services and is not responsible for their availability, performance, content, security practices, or acts or omissions. Clients integrate third-party services at their own risk and are responsible for reviewing and complying with the terms of those providers.

12. Confidentiality

Each party ("Disclosing Party" and "Receiving Party") agrees to maintain the confidentiality of all non-public, proprietary, or commercially sensitive information disclosed by the other party in connection with the Services ("Confidential Information"), using at least the same degree of care used to protect its own confidential information, but in no event less than reasonable care.

Confidential Information does not include information that: (a) is or becomes publicly available through no breach of this Agreement; (b) was rightfully known to the Receiving Party before disclosure without restriction; (c) is independently developed by the Receiving Party without use of or reference to Confidential Information; or (d) is required to be disclosed by applicable law, regulation, or court order, provided the Disclosing Party is given prompt written notice and the opportunity to seek a protective order.

This confidentiality obligation shall survive the termination of these Terms for a period of 3 years.

13. Compliance with Telecom & Communication Laws

Clients using VerblyAI for voice calling, IVR, or bulk outbound campaigns are solely and entirely responsible for ensuring compliance with all applicable telecom and communications regulations, including:

• TRAI (Telecom Regulatory Authority of India) regulations, including registration under the Distributed Ledger Technology (DLT) framework and compliance with the National Do Not Call (NDNC) Registry
• TCCCPR (Telecom Commercial Communications Customer Preference Regulations), including entity and template registration for commercial communications
• The Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021
• The Digital Personal Data Protection Act (DPDPA), 2023, including obtaining valid consent from end-users for automated or AI-generated calls
• The Consumer Protection Act, 2019, and any applicable sector-specific regulations (e.g. RBI guidelines for BFSI, NMC guidelines for healthcare)
• Providing clear, accessible, and functional opt-out mechanisms in all outbound campaigns

14. AI-Generated Content — Disclaimer & Responsibility

VerblyAI's platform uses artificial intelligence and machine learning to generate voice responses, text outputs, recommendations, summaries, and analytics. You acknowledge and agree that:

• AI-generated outputs may contain errors, inaccuracies, hallucinations, or omissions, particularly in edge-case conversational scenarios
• AI responses must not be relied upon as definitive legal, financial, medical, compliance, or professional advice without independent human verification
• You are solely responsible for reviewing, validating, and taking accountability for how AI outputs are used, acted upon, or communicated to end-users in your business context
• AI agents may not always respond exactly as configured, especially in adversarial, novel, or ambiguous conversational inputs
• For high-stakes, regulated, or safety-critical use cases, you must implement appropriate human oversight, escalation mechanisms, and review processes
• VerblyAI does not guarantee that any AI output will meet any specific accuracy, reliability, or quality standard

15. Disclaimer of Warranties

The Services are provided on an "AS IS" and "AS AVAILABLE" basis. VerblyAI expressly disclaims, to the maximum extent permitted by applicable law, all warranties — whether express, implied, statutory, or otherwise — including but not limited to:

• Implied warranties of merchantability, fitness for a particular purpose, or non-infringement
• Warranties of uninterrupted, error-free, virus-free, or secure operation
• Warranties regarding the accuracy, completeness, reliability, or timeliness of AI-generated outputs
• Warranties that the platform will meet all of your specific business, technical, or regulatory requirements
• Warranties regarding the suitability of the Services for use in any specific jurisdiction, industry, or regulated sector

16. Limitation of Liability

To the fullest extent permitted by applicable law:

16.1 Exclusion of Certain Damages

VerblyAI and its directors, officers, employees, agents, affiliates, and licensors shall not be liable for:

• Indirect, incidental, special, consequential, exemplary, or punitive damages of any kind
• Loss of profits, revenue, data, goodwill, business opportunities, or anticipated savings
• Business interruption, system downtime, or loss of production
• Costs of procuring substitute services or technology
• Damages resulting from third-party service failures, integrations, or acts or omissions
• Any loss resulting from reliance on AI-generated outputs without independent verification

16.2 Aggregate Cap

VerblyAI's total aggregate liability for all claims arising out of or related to these Terms or the Services — regardless of the form of action or legal theory — shall not exceed the total fees actually paid by you to VerblyAI in the twelve (12) calendar months immediately preceding the date the claim first arose.

16.3 Essential Basis

The limitations of liability set out in this Section reflect a fair allocation of risk and form an essential basis of the agreement between the parties. VerblyAI would not have entered into this Agreement without these limitations.

17. Indemnification

You agree to indemnify, defend (at VerblyAI's option), and hold harmless VerblyAI, Quasitech Innovations Private Limited, and their respective officers, directors, employees, agents, contractors, and licensors ("Indemnified Parties") from and against any and all third-party claims, actions, proceedings, demands, liabilities, damages, losses, fines, penalties, costs, and expenses (including reasonable legal and professional fees) arising from or related to:

• Your access to or use of the Services, including all End-User interactions facilitated by your deployment of VerblyAI
• Your violation of these Terms or any applicable law or regulation
• Your violation of any third-party right, including any intellectual property, privacy, or data protection right
• Any User Content you upload, submit, configure, or transmit through the Services
• Your deployment of VerblyAI in a context that requires specialized regulatory compliance (e.g. healthcare, financial services, government) and any failure to obtain the required authorizations or comply with applicable regulations
• Any breach of your representations or warranties made under these Terms

VerblyAI reserves the right to assume exclusive control of the defense of any matter subject to indemnification by you, at your expense, and you agree to cooperate fully.

18. Suspension & Termination

18.1 Termination by You

You may close your account and terminate these Terms at any time by notifying VerblyAI in writing at tickets@verblyai.com. Termination does not entitle you to a refund of any prepaid fees. Account data will be retained and then deleted in accordance with VerblyAI's data retention schedule.

18.2 Suspension or Termination by VerblyAI

VerblyAI may, with or without prior notice, suspend or permanently terminate your access to the Services if:

• You breach any provision of these Terms or any applicable policy
• You fail to pay any applicable fee within 10 days of the due date
• VerblyAI receives a legal, judicial, or regulatory direction requiring such action
• Your account or usage poses a security, legal, reputational, or operational risk to VerblyAI or other users
• VerblyAI discontinues the Services (with 30 days advance notice where operationally possible)
• You become subject to bankruptcy, insolvency, or similar proceedings

18.3 Effect of Termination

Upon termination of these Terms for any reason:

• (a) all licenses granted herein terminate immediately;
• (b) you must cease all use of the Services and destroy or return any VerblyAI confidential information in your possession;
• (c) VerblyAI may delete your account and associated data in accordance with its retention schedule;
• (d) any amounts owed by you become immediately due and payable; and
• (e) the following Sections survive termination: Definitions, Intellectual Property, Confidentiality, Disclaimer of Warranties, Limitation of Liability, Indemnification, and Governing Law.

19. Modifications to These Terms

VerblyAI reserves the right to modify these Terms of Use at any time. Updated Terms will be published at verblyai.com with a revised effective date. For material changes, we will provide at least 14 days advance notice to registered users via email or an in-platform notification.

Your continued use of the Services after the effective date of any modification constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must discontinue use and request account closure before the effective date.

20. Governing Law, Dispute Resolution & Jurisdiction

20.1 Governing Law

These Terms of Use are governed by and construed in accordance with the laws of the Republic of India, without regard to its conflict of laws provisions.

20.2 Good Faith Resolution

In the event of any dispute, claim, or controversy arising out of or relating to these Terms or the Services, the parties shall first attempt to resolve the matter through good-faith negotiation for a period of 30 days from the date one party notifies the other of the dispute in writing.

20.3 Arbitration

If the dispute is not resolved through negotiation within 30 days, it shall be referred to and finally resolved by binding arbitration under the Arbitration and Conciliation Act, 1996 of India, as amended. The arbitration shall be:

• Conducted by a sole arbitrator mutually agreed upon by the parties, or failing agreement, appointed in accordance with the Act
• Held in Durg, Chhattisgarh, India
• Conducted in English
• Governed by the substantive laws of India

20.4 Court Jurisdiction

For any matters that are not subject to arbitration, or for interim relief pending arbitration, the exclusive jurisdiction shall vest in the courts located in Durg, Chhattisgarh, India.

20.5 Enterprise Clients

Enterprise clients may specify alternative or additional dispute resolution mechanisms in their separately executed MSA, which shall prevail over this Section to the extent of any conflict.

21. General Provisions

• Entire Agreement: These Terms, together with the Privacy Policy and any applicable MSA, constitute the entire agreement between you and VerblyAI with respect to the Services and supersede all prior agreements, negotiations, and representations
• Severability: If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect
• Waiver: VerblyAI's failure to enforce any right or provision shall not constitute a waiver of that right or provision
• Assignment: You may not assign or transfer these Terms or any rights hereunder without VerblyAI's prior written consent. VerblyAI may assign its rights and obligations freely
• Notices: All legal notices to VerblyAI must be sent in writing to tickets@verblyai.com or to the registered address. VerblyAI may provide notices to you via email at your registered address or via in-platform notification
• Force Majeure: VerblyAI shall not be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including acts of God, natural disasters, government actions, network outages, or third-party infrastructure failures
• Headings: Section headings are for reference only and shall not affect the interpretation of these Terms
• Language: These Terms are drafted in English, which shall be the governing language for all interpretations and disputes

22. Contact Information

Designated Contact Officer: