Terms of service

هذه الوثيقة متاحة حاليًا باللغة الإنجليزية فقط، والنسخة الإنجليزية هي المرجع المعتمد.

باختصار

TuniCall is a business tool. Your organisation decides who is called, what its AI agents say and which providers process the data.
You instruct and authorise every call. You alone are responsible for consent, opt-outs, calling hours, AI and recording notices and compliance with the law.
TuniCall does not obtain, verify or guarantee any consent. Its consent tools help you apply your own records; they do not guarantee legal compliance.
Your telephony and AI providers bill you directly under their own terms. Usage figures shown in TuniCall are estimates.
You indemnify TuniCall for claims arising from your calls, contact lists, content and instructions. Liability is otherwise limited, except where the law does not allow it.

1. Scope and acceptance

These terms of service (the “Terms”) form a binding agreement between TuniCall (“we”, “us”) and the business or organisation that orders, signs up for or uses the TuniCall service (the “Customer” or “you”). They apply to the hosted TuniCall service, to self-hosted deployments that we license to you, to related setup and support services, and to your use of the website at https://tunicall.com.

TuniCall is a professional tool. It is offered only to businesses, public bodies and other organisations acting for professional purposes, and not to consumers. The person who accepts these Terms on behalf of an organisation confirms that they are authorised to bind it.

You accept these Terms when you sign or accept an Order that refers to them, when you click to accept them, or when you start using the Service, whichever happens first. If you do not accept them, you must not use the Service.

If you have signed a separate written agreement with us for the Service, that agreement prevails where it differs from these Terms. The full order of precedence is set out under “General provisions”.

2. Definitions

In these Terms, the following words have the meanings below.

Service: the TuniCall software platform, made available by us as a hosted service or licensed for self-hosting, including AI agents, Campaigns, the browser phone, contacts, history and administration features, and their updates.
Workspace: your organisation’s instance of the Service, with its Users, settings and data.
User: a person to whom you give access to your Workspace, with the administrator or agent role.
AI agent: an automated voice agent that you configure in the Service to hold conversations by phone.
Contact: any person or phone number that you call or otherwise process with the Service, including Campaign recipients and people who call your numbers.
Campaign: a set of outbound calls to Contacts that you create, schedule and start in the Service.
Provider: a third party whose services you connect to the Service with your own account, such as a telephony carrier or phone system, an AI model provider, or a speech recognition or voice provider.
Customer Data: all data that you, your Users, your AI agents or your Contacts submit to or generate through the Service, including contact lists, consent records, agent instructions, knowledge documents, transcripts, call details and events, notes and tasks.
Order: a quote, order form or other document agreed between you and us that sets out your plan, fees, term and any specific conditions.
Policies: the acceptable use policy, the calling consent policy and the data processing agreement, which form part of these Terms.

3. Accounts and users

Your Workspace is managed by the Users to whom you give the administrator role. Administrators invite Users and assign their roles, connect Providers, configure AI agents, routing and Campaigns, and can deactivate Users at any time. Users with the agent role have more limited rights.

You decide who has access to your Workspace and with which role. You are responsible for all activity carried out through your Workspace, including by your Users and by the AI agents you configure.
Each User account is personal. Credentials must be kept confidential, must not be shared and must meet the password requirements of the Service.
You must promptly deactivate the accounts of people who no longer need access. Deactivating a User ends their sessions immediately.
You must make sure your Users know and follow these Terms, the acceptable use policy and the consent policy.
You must tell us without undue delay if you suspect unauthorised access to your Workspace, to a User account or to one of your Provider accounts.
You must keep the contact and billing information you give us accurate and up to date.

4. The service

Subject to these Terms and your Order, we grant you, for the duration of your subscription, a non-exclusive, non-transferable and non-sublicensable right to access and use the Service for your own business purposes, and to let your Users do so.

Depending on your plan and Order, the Service lets you, among other things:

run AI agents that answer inbound calls and place outbound calls, each with its own greeting, instructions, language, voice, model, knowledge documents, time limit and allowed actions;
run call Campaigns with consent records, a service or marketing purpose, schedules, business hours and time zones, retries, daily budgets and an emergency stop;
hand calls over to your team, who can call and answer from a browser phone;
keep contacts, consent records, call history, call events, transcripts, notes, contact statuses, callback tasks, usage estimates, user roles and an audit log.

The features available to you also depend on the Providers you connect and on what those Providers allow on your accounts. Features that we identify as preview, beta or early access are provided for evaluation, may change or be withdrawn at any time, and are excluded from any commitment in your Order unless it expressly includes them.

We may update, improve and change the Service over time. If a change materially reduces the core functionality of a paid subscription during its term, we will tell you in advance. If the change materially affects you, you may terminate the affected part of the Service before the change takes effect, and we will refund any fees you have prepaid for the remaining period.

We work to keep the hosted Service available and secure, but it may be interrupted for maintenance, updates or security reasons, or by events outside our control, including failures of Providers, carriers or networks. Unless a service level is agreed in your Order, the Service is provided without any guaranteed level of availability.

TuniCall is not a telephone service. It is a software platform. It is not a telecommunications operator, does not provide phone numbers, telephone lines or network access, and cannot be used to call emergency services. Calls are carried by your Providers. Make sure that anyone who relies on your phone lines can reach emergency services by other means.

5. Trials and free access

If we give you access to the Service free of charge, for example for a trial, a demonstration or a test Workspace, that access is provided as is, without any commitment on availability, features, data retention or support, and we may limit or end it at any time. To the extent permitted by law, we have no liability to you for free access.

All of your obligations under these Terms, including those on consent, compliance and acceptable use, apply in full during free access, including to any test calls.

6. Self-hosted deployments

If your Order includes a self-hosted deployment, we license the TuniCall software to you for installation on servers you control, for the term, scope and number of installations stated in your Order. These Terms apply to that licence, with the following additions:

You are responsible for the infrastructure, operating system, network, HTTPS certificates, hardening, access control, monitoring and backups, and for installing the updates we make available.
You are responsible for keeping safe the encryption key that protects stored Provider credentials. If this key is lost, stored credentials cannot be decrypted and must be entered again.
Where you run AI models on your own hardware, such as Qwen models, response times, quality and capacity depend on your hardware and configuration, which you must test before going live.
We have no access to your installation or to the data it contains unless you give us access for support. When you do, we act only on your instructions and under the data processing agreement.
You must not copy, distribute, sublicense or make the software available to third parties beyond what your Order allows.

7. Setup and support services

If you order setup or assistance services, such as help with writing agent instructions, connecting your numbers or phone system, or testing calls before launch, we will perform them with reasonable skill and care, based on the information and access you give us.

Any greetings, instructions, scripts, knowledge documents, routing or Campaign settings that we draft, suggest or configure for you are proposals. You must review them before use. Once you use or approve them, they are your instructions and your content. Our assistance is not legal advice and does not transfer to us any of your responsibilities under these Terms, in particular your responsibilities for consent and compliance.

Unless your Order says otherwise, support is provided through the contact details in our legal notice during our normal business hours, on a reasonable efforts basis.

8. Your instructions and authorisation

TuniCall is a tool that you operate. It acts only on your instructions. You decide whether the Service places calls, to whom, when, through which Providers and numbers, and with what content.

You instruct and authorise TuniCall, as your technical service provider, to place calls, answer calls and carry out the related actions on your behalf, to the Contacts you provide or who contact you, using your Provider accounts and credentials. In particular, each of the following is an instruction from you:

importing or creating Contacts, and recording their consent and preferences;
creating, enabling and configuring AI agents, including their greetings, instructions, knowledge documents, voices, models, time limits, transfer numbers and allowed actions;
setting the inbound routing of your numbers, including routing to AI agents;
creating, scheduling, starting, resuming and editing Campaigns, and placing individual AI calls;
connecting Provider accounts, saving credentials and confirming changes to the routing of your phone numbers.

We do not choose your Contacts or the content or timing of your calls, and we do not review them before they are made. Every call made through your Workspace is made by you and in your name. We may treat any instruction given through your Workspace as an instruction given by you.

You authorise us to use the Provider credentials you save in the Service to operate it for you, for example to place and control calls, receive and verify webhooks, test connections and, when an administrator confirms it, update the routing of your phone numbers.

10. AI agents and AI-generated content

AI agents produce speech and text with the AI models of the Providers you select. Their output is generated automatically and can be inaccurate, incomplete, inappropriate or inconsistent with your instructions. Speech recognition can mishear, synthetic voices can mispronounce, and conversations can be affected by delays, interruptions or Provider outages.

You are responsible for:

the greetings, instructions, knowledge documents, voices, models and allowed actions you give each AI agent;
testing each AI agent before it talks to real Contacts, for example with the text test in the Service and with calls to a number you control;
monitoring conversations, transcripts and outcomes regularly, and correcting your AI agents when needed;
making sure a person can take over when a Contact asks for one or when an AI agent cannot help, for example through transfers or callback requests.

What your AI agents say is your communication. As between you and us, every statement, offer, promise or commitment made by an AI agent to a Contact is made by you and in your name, and you are responsible for it as if one of your staff had made it.

AI agents can only take the actions you allow, such as saving a note, updating a contact status, creating an internal callback task or requesting a handoff to a person. A callback task is an internal follow-up, not a booking in an external calendar. Check the outcomes recorded by AI agents before you rely on them.

You must not use AI agents:

to give medical, legal, financial, tax, safety-critical or emergency advice, or to handle emergencies;
to make decisions that have legal or similarly significant effects on people without meaningful human review where the law requires it;
for any practice that is prohibited, or classified as high risk, under applicable AI law, unless you meet every requirement that applies to it;
with a voice that imitates a real person without that person’s explicit consent and the rights needed to use it, or in a way that leads Contacts to believe they are speaking with a human or with someone else.

TuniCall does not use Customer Data to train AI models. Your AI Providers’ terms govern how they process and retain the data sent to them, including whether they may use it to improve their models. You are responsible for choosing and configuring your Provider accounts accordingly.

Do not put passwords, API keys, payment card data or special categories of personal data in agent instructions or knowledge documents.

11. Third-party providers and your own accounts

The Service works with Provider accounts that you open and hold in your own name, such as your telephony carrier or phone system and your AI, speech recognition and voice providers. You are responsible for:

opening and maintaining those accounts, and accepting and complying with each Provider’s terms and policies, including their acceptable use and AI usage policies;
all fees that Providers charge you, including charges resulting from the calls you instruct, from misconfiguration, from unauthorised use of your accounts or from fraud on them;
any registration, verification or approval that Providers or regulators require, such as number registration and business verification;
the phone numbers you use, which must be numbers you own or are authorised to use. TuniCall does not sell, purchase or assign phone numbers.

Providers are independent third parties chosen by you. They are not our subcontractors or sub-processors, and we do not control them. We are not responsible for their availability, performance, security, content, prices, data handling or decisions, for example if a Provider suspends your account or blocks a number.

Providers may change their services, interfaces, models, voices, prices or policies. We will make reasonable efforts to adapt the Service, but we cannot guarantee continued compatibility with any Provider.

You authorise us to use the credentials you save in the Service to act for you with your Providers. Give credentials only the permissions the Service needs, keep them up to date and revoke them when they are no longer needed. We encrypt saved Provider credentials with AES-256-GCM and never send them back to the browser.

Usage figures are estimates. The costs and usage shown in the Service are estimates based on what Providers report and on the unit costs you enter. They can differ from Provider invoices, which are the reference for what you owe your Providers. Budgets, daily caps and the emergency stop block new automated calls; they do not end calls already in progress, and they do not guarantee that your spending will stay below a limit.

12. Fees, invoicing and taxes

The fees for the Service and for any setup or support services are set out in your Order. Unless your Order says otherwise:

subscription fees are invoiced in advance for each billing period, and setup services are invoiced as set out in the Order;
invoices are payable within 30 days of the invoice date;
fees are non-refundable, except where these Terms or applicable law provide for a refund.

Fees charged by your Providers are separate. Providers invoice you directly, under their own terms and at their own rates.

If an undisputed amount is not paid on time, we may charge late payment interest and recovery costs to the extent permitted by applicable law. We may also suspend the Service after sending you a written reminder and giving you at least 15 days to pay.

If you dispute an invoice in good faith, tell us in writing within 30 days of its date, explaining why, and pay the undisputed part. We will work with you to resolve the dispute promptly.

Fees are stated exclusive of value added tax and other taxes, duties and levies, which you pay in addition, except taxes on our income. If the law requires you to withhold or deduct tax from a payment, you will pay the additional amount needed so that we receive the full amount invoiced, unless your Order provides otherwise.

We may change our fees for any renewal period by telling you at least 30 days before that period starts. A change does not affect the current term of your subscription unless your Order allows it.

13. Acceptable use

You must comply, and make sure your Users comply, with the acceptable use policy, which forms part of these Terms. Among other things, you must not use the Service to:

make unlawful, harassing, deceptive or fraudulent calls, or contact people without the consent the law requires;
impersonate any person or organisation, or hide or falsify a caller ID;
call emergency services or rely on the Service for emergencies or other critical communications;
bypass or weaken the safeguards of the Service, such as consent checks, do-not-contact flags, country restrictions, business hours, budgets, the emergency stop or bot protection;
attempt to gain unauthorised access to the Service, to other customers’ data or to any Provider account, or interfere with the operation of the Service;
copy, modify, decompile or reverse engineer the Service, except to the extent mandatory law allows it, or build a competing product from it;
resell or make the Service available to third parties, unless your Order allows it.

We may investigate suspected breaches and take the measures described under “Suspension”.

14. Data protection

For personal data contained in Customer Data, you are the controller and we act as your processor. Our data processing agreement applies automatically and forms part of these Terms. You are responsible for the lawfulness of the processing you instruct, including the information you give to Contacts and Users and the consents you obtain from them.

We act as controller only for the limited personal data we process for our own purposes, such as the website, enquiries, the management of our customer relationship, invoicing and the security of our Service, as described in our privacy policy.

Providers that you connect process data under your own agreements with them. You are responsible for having the agreements those Providers and the law require, including data processing and transfer terms.

We implement the security measures described in the data processing agreement. You are responsible for the security of everything on your side, including your Users’ accounts and devices, your credentials and Provider accounts, your configuration and, for self-hosted deployments, your infrastructure.

15. Confidentiality

“Confidential Information” means any non-public information that one party discloses to the other in connection with the Service and that is marked as confidential or should reasonably be understood to be confidential, including Customer Data, the terms of your Order, our prices, security information and non-public features.

The receiving party will use the other party’s Confidential Information only to perform or benefit from these Terms, protect it with at least reasonable care, and disclose it only to its employees, contractors and professional advisers who need to know it and who are bound by confidentiality obligations at least as protective as these.

These obligations do not apply to information that is or becomes public through no fault of the receiving party, was already lawfully known to it, is independently developed by it, or is lawfully received from a third party without restriction. A party may disclose Confidential Information when required by law or by a court or authority, after giving the other party prior notice where the law allows.

These obligations last for the term of the agreement and for five years after it ends, and for trade secrets and Customer Data for as long as they remain confidential.

16. Intellectual property

We and our licensors own all rights, including intellectual property rights, in the Service, the software, the website, their content and design, the TuniCall name and logo, and anything we create or improve, including improvements inspired by your feedback. Except for the rights expressly granted in these Terms, no right or licence is granted to you.

You must not copy, modify, translate or create derivative works of the Service, decompile or reverse engineer it except to the extent mandatory law allows it, remove any notice of ownership, or use our name or logo without our prior written permission.

The Service includes open-source components that are licensed under their own licences. Those licences prevail for those components.

The names and trademarks of Providers and other third parties belong to their owners. Their mention describes compatibility and does not imply endorsement.

17. Customer data and licence

You keep all rights in your Customer Data. You grant us a worldwide, non-exclusive, royalty-free licence to host, store, copy, transmit, process and display Customer Data only as needed to provide, secure and support the Service, to follow your instructions and to comply with the law, for the term of the agreement and the export and deletion period that follows it.

You represent and warrant that you have all the rights, consents and permissions needed to submit Customer Data to the Service and to have it processed as you instruct, including its transmission to the Providers you select, and that Customer Data and its processing do not infringe the rights of any third party or break any law.

We may use technical information about how the Service operates, such as error rates, performance measurements and the volume of calls processed, in a form that does not identify you, any individual or the content of any conversation, to operate, secure and improve the Service.

We do not sell Customer Data, do not use it for advertising and do not use it to train AI models.

18. Feedback

If you send us suggestions, ideas or other feedback about the Service, we may use them freely and without any obligation to you. This does not give us any right to your Confidential Information or your Customer Data.

19. Suspension

We may suspend or limit all or part of the Service, for example by pausing Campaigns, disabling automated calls, or blocking access to your Workspace, if we reasonably believe that:

you or your Users are in breach of the acceptable use policy, the consent policy or the section “Consent and compliance: your responsibility”, or are contacting people without the consent the law requires;
calls made through your Workspace are the subject of credible complaints, or create a risk of harm to people, to the Service, to us, to our other customers or to third parties;
a Provider, a carrier, a court or an authority requires it, or the law requires it;
there is a security risk, for example a compromised account or compromised credentials;
an undisputed invoice remains unpaid after the reminder described under “Fees, invoicing and taxes”.

We will give you prior notice where it is reasonably possible and lawful, limit the suspension to what is necessary, and restore the Service promptly once the cause has been resolved. A suspension does not relieve you of your payment obligations, unless it was not justified. To the extent permitted by law, we are not liable for losses caused by a justified suspension.

20. Term and termination

These Terms apply from the date you accept them and for as long as you use the Service. The term of your subscription is set out in your Order. Unless your Order says otherwise, it renews automatically for successive periods of the same length, unless either party gives written notice of non-renewal at least 30 days before the end of the current period. Where there is no Order with a fixed term, either party may end the agreement at any time by written notice.

Either party may terminate the agreement by written notice if the other party materially breaches it and does not remedy the breach within 30 days of receiving notice describing it, or, to the extent permitted by law, if the other party becomes insolvent or enters into a comparable procedure.

We may terminate the agreement with immediate effect by written notice in case of a serious or repeated breach of the acceptable use policy or of your consent and compliance obligations, unlawful use of the Service, or if a Provider, a court or an authority makes it unlawful or impossible for us to continue providing the Service to you.

When the agreement ends, your right to use the Service ends, and all amounts due become payable. If you terminate because of our uncured material breach, or under a right given to you in these Terms after a change we make, we will refund the fees you prepaid for the period after termination.

Provisions that by their nature should continue after termination survive it, including those on fees due, consent and compliance, confidentiality, intellectual property, export and deletion of data, indemnification, limitation of liability and governing law.

21. Export and deletion of your data

During the term, you can view your Customer Data in the Service. On request, we will provide an export of your Customer Data, such as contacts, consent records, conversations and transcripts, call history, notes and tasks, in a structured, commonly used and machine-readable format.

After the agreement ends, you may request an export within 30 days. After that period, we delete Customer Data from our active systems within a further 30 days, unless the law requires us to keep it or your Order provides otherwise. Copies in backups, where they exist, are deleted as those backups are replaced, and remain protected until then.

Deletion in TuniCall does not affect data held by your Providers in their own systems, such as call logs in your Provider accounts. You manage that data directly with your Providers. For self-hosted deployments, you control your data and its deletion.

TuniCall is not an archive for your legal retention obligations. Keep your own copies of the records you must keep, in particular proof of consent.

22. Warranties and disclaimers

Each party warrants that it has the authority to enter into this agreement.

We warrant that we will provide the Service with reasonable skill and care and that it will materially conform to its description in your Order. If it does not, tell us in writing and we will make reasonable efforts to correct it. If we cannot do so within a reasonable time, you may terminate the affected Service and we will refund the fees you prepaid for the remaining period. To the extent permitted by law, this is your sole remedy for a breach of this warranty.

Except as expressly stated in these Terms and to the extent permitted by applicable law, the Service is provided “as is” and “as available”, and we exclude all other warranties, conditions and representations, whether express or implied, including those of merchantability, satisfactory quality, fitness for a particular purpose and non-infringement. In particular, we do not warrant that:

the Service will be uninterrupted, error-free or compatible with every Provider;
the output of AI agents will be accurate, complete or appropriate;
calls will be connected, or connected without delay;
any consent recorded in the Service is valid or sufficient;
your use of the Service complies with the laws that apply to you;
the Service will achieve any particular business result.

23. Indemnification

Your indemnity

You will defend, indemnify and hold harmless TuniCall, the operator of the Service, its affiliates and their directors, officers, employees and contractors against any claim, complaint, action, investigation or proceeding brought or started by a third party, including a Contact, a Provider, a carrier, a consumer association or a public authority, and against all resulting losses, damages, fines, penalties, settlements, costs and expenses, including reasonable legal fees, to the extent arising out of or relating to:

any call made, attempted or received through your Workspace, including its content, timing, frequency, caller ID and recipients;
your contact lists and other Customer Data, including how you obtained them;
any missing, invalid, withdrawn or unprovable consent, or any failure to honour an opt-out or a do-not-call or opposition list;
the instructions, greetings, knowledge documents, voices and other content you provide or approve, and what your AI agents say and do on your behalf;
your use of your Provider accounts, including any breach of a Provider’s terms or policies;
any breach by you or your Users of these Terms, the Policies or applicable law.

Fines and penalties are covered to the extent the law allows them to be indemnified.

Our indemnity

We will defend you against any claim by a third party alleging that the Service, as provided by us and used in accordance with these Terms, infringes that third party’s intellectual property rights, and pay the damages and costs finally awarded against you or agreed by us in a settlement. This does not apply to claims arising from Customer Data, from Providers or their services, from your instructions or content, from combinations with items we did not supply, from modifications we did not make, or from use in breach of these Terms. If such a claim is made or appears likely, we may obtain the right for you to keep using the Service, modify it so that it no longer infringes, or, if neither is reasonably possible, terminate the affected Service and refund the fees you prepaid for the remaining period. This paragraph states our entire liability for infringement claims.

Procedure

The party seeking protection must notify the other party promptly in writing of the claim (a delay only reduces the indemnifying party’s obligations to the extent it causes prejudice), let the indemnifying party control the defence and settlement, and give reasonable cooperation at the indemnifying party’s expense. The indemnifying party may not settle a claim in a way that imposes an obligation or an admission of fault on the protected party without its prior written consent, which may not be unreasonably withheld. The protected party may take part in the defence with its own counsel, at its own cost.

24. Limitation of liability

Nothing in these Terms excludes or limits any liability that cannot be excluded or limited under applicable law, including liability for fraud, for gross negligence or wilful misconduct, or for death or personal injury caused by negligence.

Subject to the paragraph above, and to the extent permitted by applicable law:

neither party is liable for any indirect, incidental, special or consequential loss, or for any loss of profits, revenue, business, goodwill or anticipated savings, whether direct or indirect, even if it was advised that such loss was possible;
each party’s total aggregate liability arising out of or in connection with this agreement and the Service is limited to the total fees paid and payable by you to us for the Service in the 12 months before the event giving rise to the liability.

These limits do not apply to your obligation to pay fees, to your indemnification obligations, to your liability for breach of the section “Consent and compliance: your responsibility” or of the acceptable use policy, or to either party’s liability for infringing or misappropriating the other party’s intellectual property rights.

Without limiting the above, and to the extent permitted by law, we are not responsible for: the acts, omissions, availability, charges or data handling of Providers; the content, lawfulness, connection or consequences of calls made through your Workspace; losses resulting from your instructions, configuration or Customer Data; losses caused by unauthorised use of your credentials or Provider accounts that did not result from our breach of these Terms; or decisions you take on the basis of AI agent output.

You are responsible for keeping your own copies of the data you need to retain. If Customer Data is lost or damaged through our fault, our obligation is to use reasonable efforts to restore it from the latest backup we hold, if any, within the limits above.

These limitations apply whatever the legal basis of the claim, in contract, in tort including negligence, or otherwise. They reflect an allocation of risk that both parties accept and that is reflected in the fees.

25. Force majeure

Neither party is liable for a failure or delay in performing its obligations caused by events beyond its reasonable control, such as natural disasters, epidemics, war, terrorism, riots, government action, changes in law, strikes other than by its own staff, failures of power, internet or telecommunications networks, Provider outages, and cyberattacks that could not reasonably have been prevented.

The affected party must inform the other party promptly and make reasonable efforts to limit the effects of the event. If the event prevents the provision of the Service for more than 30 consecutive days, either party may terminate the affected Service by written notice, and we will refund the fees prepaid for the period after termination. Force majeure does not excuse the payment of fees for services already provided.

26. Changes to these terms

We may update these Terms, for example to reflect changes to the Service, to the law or to Provider requirements. We will publish the updated version on this page with its date. For material changes, we will notify you at least 30 days in advance by email or in the Service.

For subscriptions with a fixed term, material changes apply from your next renewal, unless they are needed to comply with the law, to address a security risk or to reflect a change made by a Provider, in which case they apply from the date we state.

If you do not accept a material change, you may terminate the affected Service before the change takes effect, and we will refund the fees you prepaid for the remaining period. If you continue to use the Service after a change takes effect, you accept the updated Terms.

27. Assignment and subcontracting

You may not assign or transfer this agreement without our prior written consent, which we will not unreasonably withhold. You may, however, assign it with notice to us to a successor in a merger, acquisition or sale of all or substantially all of your business, provided the successor is not our competitor and accepts these Terms.

We may assign or transfer this agreement to an affiliate or to a successor in a merger, acquisition or sale of all or part of our business, after notifying you. We may use subcontractors, including the sub-processors listed in the data processing agreement, and we remain responsible for their performance of our obligations.

28. Notices

You can contact us through our contact form. Formal notices to us, such as notices of breach or termination, must be sent in writing using the contact details in our legal notice or in your Order.

We may send notices to you by email to the contact address in your Order, to an administrator of your Workspace, or through the Service. Notices take effect when received. An email is treated as received when sent, unless we receive a message that it could not be delivered.

29. Governing law and disputes

Unless a signed agreement between you and us states otherwise, these Terms and any dispute or claim arising out of or in connection with them or with the Service are governed by the law of the country where the operator of the Service is established, as shown in our legal notice, without regard to its conflict of law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Before starting any proceedings, the parties will try in good faith to resolve the dispute amicably. The party raising the dispute will describe it in writing, and representatives of both parties will try to resolve it within 30 days.

If the dispute is not resolved, the courts competent for the place of the operator’s registered office have exclusive jurisdiction, unless a signed agreement states otherwise. This does not prevent either party from seeking urgent interim measures from any competent court.

Nothing in this section deprives a party of the protection of mandatory provisions of the law that applies to it.

30. General provisions

Entire agreement. These Terms, the Policies and your Order form the entire agreement between you and us about the Service, and replace any earlier agreement or understanding about it. Terms in your purchase orders or other documents do not apply.
Order of precedence. In case of conflict, the following order applies: a separate agreement signed by both parties, then your Order, then the data processing agreement for matters of personal data, then these Terms, then the other Policies.
Severability. If any provision is found invalid or unenforceable, it applies to the maximum extent permitted, and the rest of the agreement remains in force.
No waiver. A failure or delay in exercising a right does not waive it.
Independent parties. The parties are independent contractors. Nothing in this agreement creates a partnership, joint venture, agency or employment relationship.
Third parties. No third party has any right to enforce these Terms, except the persons protected by your indemnity.
Publicity. We will not use your name or logo to refer to you as a customer without your permission.
Sanctions and export controls. You will comply with the export control and sanctions laws that apply to the Service, and you confirm that you are not subject to sanctions that prevent us from providing it to you.
Language. If these Terms are translated, the English version prevails.
Electronic acceptance. Acceptance and notices given electronically are valid and binding.

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