Terms & Conditions

1. Updates to These Terms

Eloquent AI reserves the right to update or modify these Terms at any time. We will notify you of any material changes by posting a notice on our website or contacting you directly. By continuing to use the Services after such updates, you agree to be bound by the revised Terms.

2. Additional Policies

These Terms incorporate by reference our Privacy Policy and other applicable policies. Please review these documents as they contain important information about how we collect, use, and safeguard your data.

Data Processing Addendum (DPA). If you are a business customer using our Services to process personal data, our Data Processing Addendum forms part of these Terms and governs our processor obligations. Link: https://www.eloquentai.co/information/data-processing-addendum

Contract hierarchy.If you and Eloquent AI have executed a separate services agreement and/or statement of work (collectively, a “Service Agreement”), that document controls to the extent of any conflict with these Terms.

If you do not agree to these Terms or any part of the incorporated policies, you must not access or use our Services.

3. Eligibility

Business use: The Services are intended for business and professional use.

Minimum Age Requirement: You must be at least 18 years old to access or use our Services. By accessing or using the Services, you represent and warrant that you meet this minimum age requirement.

Authority to Bind an Organization: If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

Compliance with Laws: You agree to use the Services only in compliance with these Terms and all applicable local, national, and international laws and regulations.

Right to Refuse Access: Eloquent AI reserves the right to suspend, restrict, or terminate your access to the Services at its sole discretion, including for violations of these Terms or for any other reason deemed appropriate by us.

4. Global Availability and Governing Law

Global Availability: Eloquent AI makes its Services available globally, including but not limited to the United Kingdom, the United States, Europe, and Turkey. By accessing or using the Services, you are responsible for ensuring that your use complies with the laws and regulations of your jurisdiction.

Governing Law: These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles.

Jurisdiction: Any disputes arising from or related to these Terms or the Services shall be resolved exclusively in the state or federal courts located in Delaware, United States.

Arbitration (United States only): To the extent permitted by applicable law, any disputes or claims arising out of or in connection with these Terms shall be resolved by binding arbitration conducted in accordance with the rules of the American Arbitration Association (AAA). The arbitration shall take place in Delaware, United States, in the English language. Each party shall bear its own costs unless otherwise determined by the arbitrator.

Consumer carve-out (EEA/UK): If you are located in the EEA or UK and mandatory local law does not permit binding arbitration or class action waiver, this arbitration clause does not deprive you of any non-waivable rights or remedies.

Notices: All notices required or permitted under these Terms must be in writing and shall be deemed duly given when delivered:

• By email to privacy@eloquentai.co.
• By certified or registered mail to Eloquent AI at 456 Montgomery Street, Suite 180, San Francisco, CA 94104.
• Notices sent by email shall be deemed received upon acknowledgment of receipt.

Compliance with International Regulations: Eloquent AI is committed to compliance with applicable global regulations, including but not limited to:

• GDPR: For users within the United Kingdom/European Union, Eloquent AI ensures the lawful and secure processing of personal data in accordance with GDPR standards.
• CCPA/CPRA: For users in California, Eloquent AI respects and upholds rights outlined under CCPA/CPRA.

Class Action Waiver: To the maximum extent permitted by applicable law, you agree to resolve any dispute with Eloquent AI on an individual basis and waive your right to participate in a class action lawsuit or class-wide arbitration.

Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Assignment: You may not assign or transfer any of your rights or obligations under these Terms without prior written consent from Eloquent AI. Any unauthorized assignment shall be void.

Force Majeure: Eloquent AI shall not be held liable for any failure or delay in performance caused by events beyond its reasonable control, including but not limited to acts of God, natural disasters, government actions, strikes, labor disputes, pandemics, cyberattacks, utility failures, or internet service disruptions. In the event of a force majeure occurrence, Eloquent AI shall promptly notify affected users and make reasonable efforts to resume Services as soon as practicable.

Survival: The provisions of these Terms that by their nature should survive termination, including but not limited to sections on confidentiality, indemnification, intellectual property, and limitation of liability, shall remain in full force and effect.

Languages and Translations: In the event of a conflict between a translated version of these Terms and the English version, the English version shall govern.

Entire Agreement: These Terms, along with any applicable policies and agreements referenced herein, constitute the entire agreement between you and Eloquent AI regarding the use of the Services. They supersede all prior or contemporaneous communications, proposals, and agreements, whether oral or written, regarding the Services.

5. Description of Services

Definitions

In this Agreement, the following terms have the meanings set forth below:

• “Services”: The suite of AI-driven tools and operators solutions provided by Eloquent AI to assist businesses with sales, marketing, and customer engagement, including associated software, APIs, and integrations.
• “Customer Data”: Any data, content, or information provided or submitted by you in the course of using the Services.
• “Third-Party Platforms”: Any third-party services, software, or applications that integrate with or are used in conjunction with the Services.
• “Confidential Information”: Non-public information, whether written, electronic, or oral, disclosed by one party to the other and designated as confidential or reasonably understood to be confidential given the nature of the information.

Scope of Services

Eloquent AI provides Agents and Operators advanced solutions and AI-driven tools to assist businesses with customer operations. The Services include, but are not limited to:

• AI-powered Agents and Operators for conversion and customer support and operations.
• Tools for analyzing customer interactions and improving communication workflows.
• Integration with third-party platforms and APIs to enhance functionality.

Customer Obligations

Customer Data: You retain all rights to any Customer Data. By submitting Customer Data, you grant Eloquent AI a non-exclusive, royalty-free license to use, store, and process this data solely to provide and improve the Services.

Compliance: You are responsible for ensuring that your use of the Services complies with all applicable laws, including data protection and privacy regulations. You warrant that you have obtained all necessary consents for Eloquent AI to process Customer Data.

Prohibited Activities: You agree not to engage in any of the following prohibited activities when using the Services:

• Unauthorized Access: Attempting to gain unauthorized access to the Services, accounts, or related systems.
• Scraping and Data Mining: Using automated tools, bots, or scripts to collect data or otherwise interact with the Services.
• Reverse Engineering: Attempting to decompile, disassemble, or reverse engineer any aspect of the Services.
• Disruption: Engaging in activities that disrupt or interfere with the integrity, security, or performance of the Services, including the introduction of viruses, malware, or harmful code.
• Fraudulent Activities: Impersonating another person, misrepresenting your affiliation, or otherwise engaging in fraudulent behavior.
• Illegal Use: Using the Services for any unlawful purpose or in violation of any applicable laws or regulations, including U.S. federal and state laws.
• Spamming: Sending unsolicited messages, promotions, or advertisements via the Services.
• Harming Others: Uploading, sharing, or distributing content intended to harass, threaten, or harm other users.

Export Compliance:You agree to comply with all applicable U.S. export control and sanctions laws and regulations, including but not limited to the Export Administration Regulations (EAR) and the sanctions programs administered by the U.S. Department of Treasury's Office of Foreign Assets Control (OFAC). You represent and warrant that you are not located in, under the control of, or a national or resident of any country or region subject to U.S. trade sanctions or embargoes, including but not limited to Cuba, Iran, North Korea, Syria, or the Crimea region of Ukraine. You further agree not to use the Services for any purposes prohibited by U.S. law, including the development, design, manufacture, or production of nuclear, missile, chemical, or biological weapons. You are solely responsible for ensuring compliance with applicable laws when accessing or using the Services from outside the United States. Violation of this section may result in the immediate suspension or termination of your access to the Services.

Service Availability and Support

Availability: Eloquent AI strives to provide uninterrupted access to the Services. However, we do not guarantee that the Services will always be available, error-free, or meet your specific requirements. Downtime may occur for maintenance, updates, or reasons beyond our control.

Support: Eloquent AI offers technical support during standard business hours as described in your service agreement. Support requests can be made through the designated support channels provided by Eloquent AI.

Subscription Term, Fees, and Payment

Subscription Term: Access to the Services is provided on a subscription basis, as specified in your order form or subscription agreement. Subscription terms may be monthly, yearly, or otherwise agreed upon between you and Eloquent AI.

Fees and Payment: You agree to pay all applicable fees associated with your subscription. Payments are due in advance and are non-refundable unless otherwise stated in this Agreement.

Refund Policy: Given the digital nature of the Services, all payments are final and non-refundable.

Renewals: Subscriptions will automatically renew for successive terms unless you provide notice of cancellation at least 30 days prior to the end of the current term.

Price Adjustments:Eloquent AI may update subscription fees upon renewal by providing at least 30 days' notice.

Taxes:You are responsible for any applicable taxes, duties, or charges imposed by taxing authorities, excluding taxes on Eloquent AI's income.

Free Trial Conditions

Duration: The free trial period lasts for 14 days, unless otherwise specified during sign-up.

Included Features: Free trials may provide full or limited features and may include usage caps; the applicable scope and limits will be disclosed at sign-up.

Payment Details: You may be required to provide payment information to start a trial; if required, you will not be charged until the trial period ends.

Automatic Conversion: At the end of the trial period, your subscription will automatically convert to a paid plan unless you cancel before the trial expires. We will send a reminder prior to the end of the trial.

Cancellation: You may cancel your trial at any time during the trial period without charge via your account settings or by contacting support.

Eligibility: Free trials are available to new customers only and limited to one trial per organization.

Data Retention: If your trial does not convert to a paid subscription, your account and associated data will be retained for 30 days before permanent deletion, unless otherwise required by law.

Ownership and Intellectual Property

Eloquent AI retains all rights, title, and interest in and to the Services, including but not limited to underlying software, content, and trademarks.

Customer Content: Users retain ownership of content they upload or submit but grant Eloquent AI the rights needed to perform the Services.

Restrictions: You agree not to reverse engineer, distribute, or create derivative works from any part of the Services without explicit permission.

Third-Party Platforms

The Services may include integrations with Third-Party Platforms. Eloquent AI is not responsible for the performance, availability, or compliance of such third-party platforms. Use of these integrations is governed by the terms and conditions of the respective providers.

Confidentiality

Each party agrees to protect the other's Confidential Information and not disclose it to any third party without prior written consent. Confidential Information includes, but is not limited to, business plans, trade secrets, technical data, and Customer Data.

Security

Eloquent AI implements industry-standard measures to protect Customer Data and account integrity. However, you are responsible for safeguarding your account credentials and promptly notifying Eloquent AI of any unauthorized access or security breaches.

Feedback and Suggestions

You may voluntarily submit feedback or suggestions regarding the Services. By doing so, you grant Eloquent AI the right to use such feedback without obligation or compensation.

Indemnification

You agree to indemnify, defend, and hold harmless Eloquent AI and its officers, directors, employees, and affiliates from any claims, damages, liabilities, costs, and expenses (including reasonable attorney fees) arising out of or related to:

• Your Use of the Services: Any actions or omissions in connection with your access to or use of the Services.
• Third-Party Claims: Claims made by third parties related to content you submit, upload, or share through the Services.
• Violation of Laws or Regulations: Any breach of applicable laws or regulations, including U.S. federal, state, or local laws.
• Breach of These Terms: Your violation of these Terms, including any warranties or representations made herein.
• Third-Party Integrations: Claims arising from your use of or reliance on third-party platforms or services integrated with the Services.

Eloquent AI reserves the right to assume exclusive control of any defense at its own expense, and you agree to cooperate fully in the defense of such claims.

Warranty Disclaimer

The Services are provided “as is” and “as available” without warranties of any kind, express or implied. Eloquent AI disclaims any guarantees of merchantability, fitness for a particular purpose, or non-infringement.

Limitation of Liability

To the maximum extent permitted by law, Eloquent AI's liability for any claim related to these Terms or the Services shall not exceed the amount you paid for the Services in the preceding 12 months. In no event shall Eloquent AI be liable for indirect, incidental, or consequential damages.

Termination of Services

Either party may terminate this agreement with 30 days' written notice. Upon termination, your right to access the Services ceases. Upon termination of your subscription, Eloquent AI will retain your account and associated data for 30 days, unless otherwise required by law or agreed upon. After this period, your data will be permanently deleted from our systems.

Publicity Rights

With prior consent, Eloquent AI may use your company name and logo for marketing purposes, such as case studies or promotional materials.

Headings

The section headings in these Terms are for reference only and shall not affect the meaning or interpretation of these provisions.

No Third-Party Beneficiaries

These Terms are for the sole benefit of you and Eloquent AI (and each party's permitted successors and assigns) and do not confer any rights on any other person or entity. To the extent applicable, the parties exclude the operation of the Contracts (Rights of Third Parties) Act 1999 and any similar legislation in any jurisdiction.

6. Contact Us

If you have any questions about these Terms, please contact us at:
Email: privacy@eloquentai.co
Mailing Address: 456 Montgomery Street, Suite 180, San Francisco, CA 94104