LeadAI Pty Ltd – Terms of Use and Sale

1. Introduction

1.1 Agreement to Terms. These Terms of Use and Sale (“Terms”) govern your access to and use of the LeadAI Voice AI Agent Portal and related AI-powered communication services (collectively, the “Service”) provided by LeadAI Pty Ltd (“LeadAI,” “we,” “us,” or “our”). By registering for, accessing, or using the Service, you, the individual or entity using the Service (“Client” or “you”), agree to be bound by these Terms for business or commercial purposes. If you do not agree with these Terms, you must not use the Service.

1.2 Parties. This is a legal agreement between you and LeadAI Pty Ltd (an Australian proprietary limited company organized under the laws of Victoria, Australia). If you are using the Service on behalf of a company or other organization, you represent that you have the authority to bind that organization to these Terms, in which case “you” shall refer to that entity. You will ensure that any person authorized to use the Service under your account (e.g. your employees or contractors) also abides by these Terms.

1.3 Service Description. LeadAI provides an AI-powered software-as-a-service platform enabling business and individual clients to utilize a Voice AI Agent Portal for outbound calling, call scheduling, call analytics, and AI-powered communications. The Service may include web-based dashboards, APIs, or software applications, through which you can configure automated voice calls, record or transcribe calls, and analyze communication data. All use of the Service is subject to these Terms and any applicable policies or documentation we provide.

1.4 Related Policies. Our Privacy Policy (available on our website) describes how we collect, use, and protect personal information. While the Privacy Policy is not a part of these Terms, we encourage you to read it to understand how personal data may be handled. Additional guidelines or usage policies may apply to specific features (for example, an Acceptable Use Policy or Support terms); we will make those available when relevant, and your use of the Service must conform to all applicable policies.

1.5 Changes to Terms LeadAI reserves the right to update, modify, or amend these Terms at any time, without prior notice, by publishing the updated version on our website or otherwise providing notice to you through email or your account dashboard. The updated version of these Terms will become effective immediately upon publication or as otherwise indicated in the notification. Continued use of the Service after the updated Terms become effective constitutes your acceptance of the revised Terms. You bear sole responsibility for regularly reviewing LeadAI’s website to stay informed of any updates or changes to these Terms. If you wish to retain a record of the Terms as they apply at the time of your purchase or initial agreement, you must: (a) obtain and retain your own copy of these Terms as of the date of your initial purchase or agreement; and (b) officially lodge a copy of these Terms via email to support@leadai.com.au within 7 calendar days of the date of your purchase or commencement of your subscription or service, explicitly noting that these are the terms you wish to govern your usage. If you lodge such a copy, and LeadAI does not object or clarify within 5 working days, your lodged copy will be deemed to be the binding and governing version of these Terms for that transaction. If you do not lodge a copy as outlined above, or if you lodge a copy but LeadAI does object or clarify within 5 working days, the then-current version published on LeadAI’s website shall prevail without further recourse or dispute. All modifications or updates to these Terms apply prospectively unless otherwise agreed in writing by LeadAI.

1.6 Eligibility. You must be at least 18 years old (or the age of legal majority in your jurisdiction) to use the Service. By using the Service, you represent that you have the legal capacity to enter into this agreement. If you are an individual using the Service for personal purposes, you are considered a consumer and certain consumer protection laws (such as the Australian Consumer Law) may apply to you as noted in these Terms. If you are using the Service for business purposes, you represent that you are using the Service primarily for business or professional reasons.

2. Definitions

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

• “Service” means the LeadAI Voice AI Agent Portal, including all associated software, APIs, websites, and services provided by LeadAI for AI-powered voice communications, outbound calling, scheduling, and analytics.

   

• “Subscription Plan” means a paid plan for the Service that provides a fixed allotment of usage credits or other usage limits in exchange for a recurring fee (e.g., a monthly subscription).

   

• “Usage Credits” means the units of service usage (for example, minutes of voice call time or similar metrics) included in a Subscription Plan or otherwise purchased for use with the Service. Credits may be deducted based on your utilization of the Service (such as per minute of call).

   

• “Tokens” means additional usage units or credits that can be purchased on a variable basis to access services beyond those covered by your Subscription Plan. Tokens may represent additional call minutes or other service features, as determined by LeadAI.

   

• “Client Content” (or “Your Content”) means any data, information, material, or content that you or your call participants submit, provide, or generate through the use of the Service. This includes, for example, call scripts, audio recordings of calls, call transcripts, metadata about calls, phone numbers and contact information you upload, and any other information input into the Service by you or generated as output from the Service based on your inputs.

   

• “Call Data” means information related to calls made or received using the Service, including the audio recordings or voice data of calls, call transcripts, call duration, timing and recipient details (to the extent provided), and results or analytics derived from calls. Call Data is a subset of Client Content.

   

• “Third-Party Services” means any third-party software, services, or content that are integrated with, or used by, the Service. For example, this may include telephony carriers, speech-to-text or text-to-speech providers, analytics providers, or other tools not owned by LeadAI that work in conjunction with our Service.

   

These definitions are provided for clarity. Additional terms may be defined elsewhere in the text of these Terms. In the event of any inconsistency, definitions in this Section shall prevail throughout.

3. Account Registration and Security

3.1 Account Creation. To access the Service, you may need to create an account with LeadAI. You agree to provide accurate, current, and complete information during registration and to update such information if it changes. This includes your name (or company name), a valid email address, billing information, and any other details we may require. Accounts are non-transferable, and you may not register an account on behalf of someone else without authorization.

3.2 Account Credentials. You are responsible for maintaining the confidentiality and security of your account login credentials (such as usernames, passwords, API keys, or access tokens). You must not share your account credentials with any unauthorized person. You are fully responsible for all activities that occur under your account, whether or not you authorized them. If you become aware of any unauthorized access or use of your account, you must immediately notify LeadAI. We are not liable for any loss or damage arising from unauthorized use of your credentials.

3.3 Authorized Users. If you are a business Client and allow employees or agents to use your account or sub-accounts, you are responsible for their actions and compliance with these Terms. You should ensure each authorized user is given appropriate rights and is bound by confidentiality and usage obligations consistent with these Terms. LeadAI may limit the number of users per account or require each user to have separate credentials.

3.4 Account Use on Behalf of Entity. If you create an account or use the Service on behalf of an organization or entity, you represent that you have the authority to bind that entity to these Terms and that the entity accepts these Terms. In such case, the term “you” includes the entity. If you lose authority to represent the entity (for example, if you leave the company), the entity’s account may need to be managed or transferred to an authorized representative of the entity. LeadAI may request documentation or verification of your authority or the details of your organization’s account at any time.

3.5 Minimum Requirements. Use of the Service may require compatible hardware (e.g., a computer with internet access or a smartphone), software (a modern web browser or our application), and internet access. You are responsible for procuring and maintaining any equipment or ancillary services needed to connect to and use the Service, and for any associated fees (such as internet service charges or phone charges if applicable). The Service is not provided with any dedicated connectivity; performance may depend on the quality of your internet or phone connection.

4. Subscription Plans, Fees and Payment

4.1 Subscription Plans. LeadAI offers the Service on a subscription basis for a recurring fee. When you sign up for a Subscription Plan, you will be allotted a certain number of Usage Credits (for example, a set number of call minutes) per billing period (e.g., per month) as specified in the plan you select. Subscription Plans may vary in allotments and pricing, and we may offer different tiers for individual vs. business clients. Details of available plans, included credits, and prices are provided on our website or order form at the time of purchase.

4.2 Usage of Credits. Each time you use the Service to conduct an AI-driven call or utilize other metered features, the applicable amount of Usage Credits will be deducted from your account balance. For example, if credits are measured in minutes, each minute (or partial minute, rounded up to the next increment as specified) of an outbound call may consume one or more credits. Usage Credits included in a Subscription Plan are typically valid only for the corresponding billing period and may not roll over to the next period unless explicitly stated. Unused credits will expire at the end of each period if not used, and no refund or credit will be provided for unused allotments, except at our discretion or as required by law.

4.3 Token-Based Additional Services. If you require Service usage beyond what is included in your Subscription Plan or wish to access additional features not covered by your base plan, you may purchase Tokens. Tokens represent additional usage units or credits that allow you to use the Service on a pay-as-you-go basis beyond your subscription’s included credits. For instance, if you run out of included call minutes, you could buy Tokens which would then be consumed per additional minute of calling. The conversion rate of Tokens to usage (e.g., how many minutes per Token) and the pricing of Token packages will be specified on the Service or in your purchase flow. Tokens may be purchased in advance and added to your account balance. Unless otherwise specified, Tokens are non-refundable and will expire only as described at purchase or after a period of inactivity of your account (for example, if your account is closed or if Tokens carry an expiration date under a specific promotion). We may set limits on the maximum number of Tokens you can purchase or hold, and we may offer Tokens specific to certain types of services or features.

4.4 Fees and Billing. You agree to pay all fees associated with the Subscription Plan you select and any additional Tokens or services you purchase. Subscription fees are typically charged in advance on a recurring basis (e.g., monthly, measured from the date of your initial subscription purchase), unless otherwise specified. Token purchases or other one-time or usage-based fees may be charged at the time of purchase or as your usage incurs. When you register for a paid plan, you must provide a valid payment method (such as a credit card or other accepted payment instrument). By providing a payment method, you authorize LeadAI to charge the subscription fees, Token purchase fees, and any other incurred charges to that payment method. Recurring Billing: For subscription renewals, you authorize LeadAI to automatically charge your provided payment method on the first day of each billing cycle for the fees due for that cycle. If your billing cycle begins on a date that does not exist in a later month, the renewal charge may occur on a day in the applicable month as we deem appropriate (for example, if you start on January 31, the next charge may occur on February 28).

4.5 Taxes. All fees are stated and charged in the currency specified at purchase (for example, Australian Dollars for Australian customers) and are exclusive of taxes unless otherwise noted. You are responsible for any applicable taxes, levies, or duties imposed by taxing authorities (including but not limited to value-added tax (VAT), goods and services tax (GST), sales or use taxes) on the Service fees. If LeadAI has the legal obligation to collect applicable taxes, we will add them to your billing amount, unless you provide a valid tax exemption certificate authorized by the appropriate taxing authority. In Australia, GST may be added for domestic customers as required by law. We will itemize taxes as separate line items on invoices where required.

4.6 Invoice and Payment Terms. By default, payments will be processed automatically via your saved payment method. In some cases, LeadAI may agree to invoice business Clients for fees (for example, for enterprise plans or by prior arrangement). All invoices must be paid in full within the timeframe noted (e.g., 14 days from invoice date) unless otherwise agreed in writing. Late payments may accrue interest at the rate of 1.5% per month (or the highest rate permitted by law, if lower) on the outstanding balance from the due date until paid.

4.7 Payment Failures. If LeadAI is unable to process payment through your provided method on the due date, we will attempt to notify you and may retry the charge. If payment remains unsuccessful, we may, without prejudice to any other rights or remedies, suspend or downgrade your access to the Service. For example, we may pause your ongoing AI calls, prevent initiation of new calls, or restrict your account to a free or limited functionality tier until payment is received. You agree to promptly update your payment information if it changes (e.g., card expiration or number change). You remain responsible for any unpaid amounts. LeadAI reserves the right to recover any fees and associated costs owed to us, including by engaging collections agencies or legal counsel at your expense for amounts significantly past due.

4.8 Fee Changes. LeadAI may change the fees and prices for the Service, including subscription fees or Token pricing, from time to time. Changes to subscription fees will generally apply only at the start of your next billing period after we provide you notice of the change. We will endeavor to give you advance notice of any fee increase, via email or through the Service. If you do not agree to a fee change, you may cancel your subscription before the new fee takes effect. Continued use of the Service after the fee change becomes effective constitutes your agreement to pay the new amount. One-time charges (like Token prices) may be updated periodically on our site, and those changes will apply to purchases made after the change.

4.9 No Refunds. Except as explicitly provided in these Terms, or as required by law, all payments are non-cancellable and non-refundable. This means that if you cancel a subscription mid-period or have unused Usage Credits or Tokens, you will not receive a refund or credit for any remaining usage. LeadAI is not obligated to provide any refund or credit for partially used services, months, or unused Tokens. However, nothing in these Terms limits any rights you may have under consumer protection laws that mandate refunds, and we will honor any such rights. We may also choose, in our sole discretion, to provide refunds or credits in exceptional cases (for example, if a technical issue caused you to be unable to use the Service for a prolonged period and it was our fault), but any such instance is a one-time goodwill gesture and does not obligate us to issue future refunds.

5. Cancellation and Termination

5.1 Cancellation by You (Subscription Termination). You have the right to cancel your Subscription Plan at any time. You may cancel by using the account management tools provided in the Service (e.g. a “Cancel Subscription” option in your account settings) or by contacting LeadAI support in writing with a request to cancel. Unless otherwise required by law, cancellation will take effect at the end of your current paid billing period. You will continue to have access to the Service under your Subscription Plan until the end of the period for which you have paid. After that period, your subscription will not renew and you will lose access to subscription features (including any unused Usage Credits which may expire upon cancellation). If you wish to stop using the Service immediately, you may do so, but no prorated refund will be provided for the remaining days in your billing cycle except as stated in Section 4.9 or as required by law.

5.2 Effect of Cancellation; Tokens. If you cancel your subscription, any unused Usage Credits allocated for the current period will expire at the end of that period. If you have purchased Tokens that remain unused at the time of cancellation, those Tokens will remain on your account and may still be used provided that you maintain an active LeadAI account (even without a paid subscription) and the Service is still available. However, if you elect to delete your account entirely or if your account is terminated by us for cause, any remaining Tokens or credits in your account will be forfeited and are not redeemable for cash or refunds. It is your responsibility to use any remaining Tokens prior to account closure or expiration. We recommend you utilize all purchased Tokens before canceling if you do not intend to maintain an account, as no refunds will be given for unused Tokens (subject to applicable law).

5.3 Termination or Suspension by LeadAI. LeadAI may terminate your account or suspend your access to the Service at any time, with or without notice, for any of the following reasons: (a) you violate any provision of these Terms or any applicable policy or law; (b) you fail to pay amounts due or your payment method is declined and not promptly replaced; (c) we suspect you are using the Service for fraudulent, unlawful, or abusive purposes, or in a manner that may harm LeadAI, other users, or third parties (for example, engaging in harassment of call recipients or launching spam call campaigns in violation of law); (d) you are or become engaged in activities that could expose us to liability or reputational harm; (e) we are required to do so by law or a governmental authority; or (f) we decide to discontinue the Service (or a portion thereof) in accordance with Section 10.1. In most cases of minor violations, we will attempt to provide you with a warning or opportunity to cure the breach (for example, a notice to stop a prohibited use) before terminating, but we are not obligated to do so.

5.4 Immediate Suspension. In addition to the above, we reserve the right to immediately suspend the Service (in whole or part) or your account’s access, if we reasonably determine such action is necessary to protect the Service, our infrastructure, or other parties (for example, to prevent hacking attempts, mitigate system abuse, or comply with an urgent legal order). We will make a good faith effort to contact you in such events, but our priority may be to act swiftly for the overall integrity of the Service.

5.5 Effects of Termination. Upon any termination of your account by us or by you (whether cancellation or termination for breach), the following will occur: (i) Access Revocation: Your right to access or use the Service will immediately cease (or, in the case of subscription cancellation, will cease at the end of the paid period if we allow you to finish out the term); (ii) Data Deletion: We will disable or delete your account, and you may lose access to any Client Content or Call Data stored in the Service, unless otherwise required by law or as outlined below. It is your responsibility to export or save any important data prior to termination. LeadAI may, at its option, retain certain data (such as call logs or recordings) for a limited period after termination in case you reactivate or for legal compliance, but we are not your data archive service. We will handle any personal data in accordance with the Privacy Policy even after termination; (iii) Outstanding Fees: You remain responsible for any outstanding fees due up to the date of termination. If we terminated for your breach or misconduct, any fees paid in advance are forfeited and not refundable. If we terminated for convenience (i.e., without cause, such as discontinuing the Service generally), and you had paid for a future period, we will refund the unused portion of your subscription fees; (iv) Surviving Provisions: Any terms of this agreement which by their nature should survive termination (such as indemnification, limitations of liability, accrued rights to payment, and others as specified in Section 15.9) will continue to apply.

5.6 Reactivation. If your account was suspended or limited due to non-payment or minor violations, and you subsequently cure the issue (e.g., by paying all outstanding fees or certifying compliance with Terms), you may contact LeadAI to request reinstatement of your account. We will evaluate such requests in good faith but have no obligation to reactivate accounts, especially in cases of serious or repeated violations. New fees or conditions may apply to reinstated accounts.

6. User Obligations and Acceptable Use

6.1 Compliance with Laws (Your Responsibility). You agree to use the Service only in compliance with all applicable laws and regulations (“Applicable Law”). Applicable Law includes, without limitation, laws relating to privacy and data protection, telemarketing and telephone consumer protection, spam and unsolicited communications, recording of communications, intellectual property, consumer protection, and any regulations or industry standards governing the use of automated dialing or artificial intelligence in communications. You are solely responsible for ensuring that your use of the Service (and the content of the calls or messages you send) complies with all Applicable Law. LeadAI does not assume any responsibility for your compliance obligations, and we will not be liable if your use of the Service violates any law. You must independently verify the laws that apply in all jurisdictions relevant to your calling campaigns (for example, the laws that apply to you as the caller, and the laws in the location of each call recipient) and adhere to them.

6.2 Lawful and Appropriate Purposes. You may not use the Service for any unlawful, harmful, fraudulent, deceptive, defamatory, obscene, or otherwise inappropriate purposes. The Service is provided to facilitate helpful, legitimate business or personal communications. You must not use the Service to engage in activities including but not limited to: harassment or threats; hate speech or discrimination; political or propaganda robocalls where prohibited; scams or phishing; disseminating false or misleading information; or any communications that would violate the rights of others (such as privacy rights, publicity rights, or intellectual property rights). You are responsible for the content of the communications you initiate. If the Service’s AI generates any content as part of calls, you understand and agree that you are directing the AI’s use and you are responsible for reviewing and supervising such content to ensure it is appropriate and lawful before using it in communications.

6.3 Telemarketing, Consent, and Calling Restrictions. If you use the Service to place outbound calls or send communications of a marketing, promotional, or solicitation nature, or any calls to individuals who are not your employees or agents, you must comply with all telemarketing and cold-calling laws and regulations. This includes (but is not limited to) compliance with the Australian Do Not Call Register Act and associated regulations for Australian calls, the U.S. Telephone Consumer Protection Act (TCPA) and Do-Not-Call (DNC) list rules for U.S. calls, and any similar laws in other jurisdictions. At a minimum, you are responsible for the following:

• (a) Consent to Call: Obtaining all necessary consent or authorization from call recipients before placing calls, where required. If the law in a recipient’s jurisdiction requires that the individual has opted in to receive calls (for example, certain marketing or automated calls require prior express consent), you shall not call anyone who has not provided such consent. You must also immediately cease calling any party who revokes consent or indicates a desire not to be called.

   

• (b) Do-Not-Call Compliance: Scrubbing and filtering your contact lists against all relevant “Do Not Call” registries or opt-out lists. This means you should not call any number that is on the national DNC registry, state DNC lists, or your own internal do-not-call list (if the person has previously asked you not to call), except as permitted by law (for example, certain exceptions may apply for calls to existing customers in some jurisdictions – you must understand and comply with those nuances). You must maintain and honor an internal suppression list of numbers that have opted out or should not be called, and the Service provides features for you to manage call lists – it is your duty to use them lawfully.

   

• (c) Calling Time Restrictions: Adhering to any legally mandated calling hour restrictions. Many telemarketing laws prohibit placing calls to residential numbers outside of certain hours (for example, not before 8am or after 9pm local time of the recipient, under U.S. law; or similar rules in Australia and elsewhere). You must schedule your AI-driven calls within permissible times for each recipient’s locale. The Service may allow scheduling in different time zones, but it is your obligation to configure it correctly and not call at prohibited times or on prohibited days (such as public holidays if restricted by law).

   

• (d) Caller Identification and Disclosures: Providing proper identification during calls as required by law. This typically means you (or the AI agent) must truthfully disclose your identity or your company’s name and the purpose of the call at the beginning of a call if required. For example, telemarketing rules often require stating that the call is a sales call and identifying the seller. You must also not spoof or obscure the caller ID; you should use a valid phone number that can be called back or identified. If any specific script disclosures are required by law (such as offering a do-not-call opt-out mechanism in the call, or disclosing if an AI or recorded message is being used, if mandated), you are responsible for including those.

   

• (e) Frequency of Calls: Avoiding excessive or harassing call practices. You should abide by any limits on how often you may contact a person within a certain timeframe as set by regulation or reasonable industry standards. Even if not set by law, calling the same person too frequently can be considered harassment. You are solely responsible for setting and respecting appropriate contact frequency.

   

You acknowledge that LeadAI does not scrub your call lists for you, does not verify whether you have consent for your contacts, and does not automatically block calls to numbers on official DNC registries. These compliance steps are entirely your responsibility. LeadAI provides the tools (like the ability to import contact lists and schedule calls), but you must use those tools in a compliant manner. If you are unsure about telemarketing compliance, you should consult legal counsel or a compliance expert before using the Service for such calls.

6.4 Call Recording and Monitoring Compliance. The Service may offer features to record calls or save call transcripts for later review and analysis. You are solely responsible for using such features in compliance with all applicable privacy and surveillance laws. Many jurisdictions require one-party or all-party consent to record a phone call or conversation. This means in some places you must inform the other party that the call is being recorded and obtain their consent, while in others, your own consent as the caller is sufficient. Because laws vary by region (for example, in Australia and many U.S. states, all parties’ consent is required; in other areas only one party need consent), you must ensure that you do not violate recording laws. If you enable call recording or if the AI agent is effectively recording by creating transcripts, you should, when required: (a) notify the call participant at the beginning of the call that it is being recorded or that a transcript will be made, and (b) obtain their explicit consent if the law mandates it. If the participant does not consent and the law requires it, you must not record the call (you should disable recording features or refrain from using the Service for that call). You must also comply with any data protection laws related to recording; for example, the EU’s GDPR requires a lawful basis for recording calls involving personal data, and similar principles apply elsewhere. LeadAI provides the functionality but does not automatically play any recording disclosure; it is your responsibility to include an audible disclosure via the AI agent or a pre-recorded message if needed. Additionally, if you use the Service to monitor or listen in on live calls (if such a feature is provided to supervisors, for example), you must ensure such monitoring is lawful and, if required, disclosed to and consented by participants (for instance, employees or customers on the call).

6.5 Responsible Use of AI Outputs. The Service’s AI Voice Agent may generate spoken content based on your inputs (such as a script outline or real-time AI-generated responses during a call). You acknowledge that while LeadAI strives to create helpful and accurate AI interactions, artificial intelligence outputs may occasionally be imperfect, inappropriate, or incorrect. You are responsible for supervising and managing the AI’s behavior in your use of the Service. This means: (a) you should review any AI-generated call scripts or messages for accuracy and appropriateness before deploying them widely; (b) you should monitor calls (either in real-time or through recordings/transcripts) to ensure the AI is interacting in a manner consistent with your expectations and legal obligations; and (c) you must be prepared to intervene or discontinue use if the AI produces problematic content. You must not rely solely on the AI without any oversight, especially in sensitive communications. If the Service allows you to customize the AI’s behavior (for instance, setting its tone or providing training data), you must not instruct it in a way that would cause it to violate these Terms or any laws (such as instructing it to lie or to exclude required disclosures, etc.). LeadAI may provide guidelines or best practices for using the AI agent, and you agree to consider and follow those to the extent possible to ensure responsible use.

6.6 Prohibited Activities. You agree that you will NOT (and will not allow any third party to) do any of the following while using the Service or any portion of it:

• Reverse Engineering: Attempt to reverse engineer, decompile, disassemble, or otherwise derive or discover the source code, underlying ideas, algorithms, structure, or architecture of any part of the Service (including any software or AI models used in the Service). You shall not analyze the Service or data from the Service in order to replicate any functionality, build a competing product, or develop a derivative or competitive model, except to the extent this restriction is prohibited by law.

   

• Service Tampering: Modify, adapt, translate, or create derivative works based upon the Service, or attempt to hack, exploit, or manipulate the Service’s behavior in unintended ways. This includes circumventing or attempting to circumvent any usage limits, calling restrictions, security measures, or billing mechanisms. You must not use bots, scrapers, or other automated methods to extract data or gather information from the Service (other than through our provided APIs in an authorized manner).

   

• Unauthorized Access: Access the Service by any means other than the interface and instructions we provide. For example, you must not attempt to gain unauthorized access to LeadAI’s systems or databases, or use someone else’s credentials to access the Service without permission. If APIs are provided, you must follow the API documentation and not use undocumented endpoints.

   

• Resale or Misuse of Account: Rent, lease, sell, sublicense, or otherwise commercially exploit the Service to or for the benefit of any third party, unless you have a specific reseller or partnership agreement with LeadAI. You cannot use the Service to provide a competing service bureau or telemarketing service for others without our consent. You also shall not share your account with unrelated parties or use one account for multiple businesses without authorization.

   

• Infringing or Illegal Content: Upload, transmit, or otherwise use any content in connection with the Service that: (i) infringes or misappropriates any third party’s intellectual property or proprietary rights (such as making calls that play copyrighted audio you don’t have rights to, or using someone else’s trademarks in a deceptive way); (ii) violates any person’s privacy or data protection rights, or contains sensitive personal information about a person without lawful basis (e.g., do not upload personal data that you have no right to use, and do not call people in a way that violates their privacy rights); or (iii) is otherwise illegal (e.g., content that constitutes hate speech, unlawful surveillance, or unlawful marketing).

   

• Misrepresentation and Impersonation: Use the Service to impersonate any individual or organization, or to misrepresent your affiliation or the origin of communications in a manner intended to deceive or that is likely to mislead call recipients. While you may use the AI to adopt a polite persona or script, you must not, for example, have the AI claim it is a specific person that it is not, nor falsely claim to be calling “on behalf of the government” or any authority that you are not actually representing. You also agree not to represent any AI-generated content as being human-generated if asked; honesty in who/what is calling may be required by law in some cases.

   

• Interference: Interfere with, disrupt, or attempt to disrupt the integrity or proper working of the Service. This includes not only technical interference (such as transmitting viruses, worms, or malicious code, or launching a denial-of-service attack) but also any action that could impose an unreasonable load on our infrastructure. You may not use the Service in a manner that adversely affects the availability of its resources to other users (for example, using the Service in a way that consumes a disproportionate amount of network bandwidth or server resources beyond what is permitted in your plan).

   

• Forbidden Content Generation: Use the Service’s AI capabilities to generate content that is prohibited. If LeadAI provides guidelines (for example, an Acceptable Use or Content Policy) indicating certain types of content the AI should not be used for – such as generating sexually explicit material, extreme violence, or illicit advice – you must not attempt to circumvent those guidelines or prompts. Additionally, even if no explicit guideline is provided, you should not use the AI to engage in or facilitate clearly unlawful activities (e.g., generating fraud scripts, or instructions for committing crimes).

   

• No Emergency Use: Use the Service as a replacement for emergency telephone services or attempt to use it to contact emergency responders. (See Section 6.7 below for more on this.)

   

• Other Unethical Behavior: Engage in any other conduct that a reasonable person would know to be unethical, exploitative of the AI system in a malicious way, or in violation of the intended use of the Service.

   

LeadAI reserves the right to monitor (in accordance with applicable privacy laws) your usage of the Service to ensure compliance with these Terms. Detected violations may result in immediate suspension or termination of your access, and may also expose you to legal liability. We also reserve the right (but have no obligation) to delete or disable any Client Content that, in our judgment, violates these provisions or any law.

6.7 No Emergency Services. Important: The Service is not intended for use in emergency situations or to contact emergency services (e.g., 000, 111, 911, 112, or other emergency call numbers). The Service is an AI outbound calling and communications platform that relies on internet and telephony integrations, and it is not a guaranteed, reliable means of contacting emergency responders. You must not attempt to use the Service to dial emergency services, and you should make clear to anyone using the Service that it cannot be used in an emergency. LeadAI will not be liable or responsible for any attempt to use the Service for emergency calls, nor for any delay or failure in reaching emergency services via the Service. You should maintain a traditional telephone service or mobile service for making emergency calls, and inform any relevant personnel that the LeadAI system is not to be used for such purposes.

6.8 Export Controls and Sanctions. You represent that your use of the Service will not violate any export control or trade sanctions laws. You agree not to export or re-export any part of the Service or any technical data related thereto, directly or indirectly, in violation of any applicable export or import laws. By using the Service, you warrant that you are not located in, under the control of, or a national or resident of any country embargoed or sanctioned by Australia, the United States, or other applicable jurisdictions, and that you are not a prohibited or denied party as per those regulations. If at any point your status under export/sanctions law changes (e.g., you become sanctioned), you must cease using the Service immediately. This Section survives termination of the Agreement.

7. Data, Privacy, and Content Ownership

7.1 Your Ownership of Client Content.
As between you and LeadAI, you retain all right, title, and interest in and to your Client Content. LeadAI does not claim ownership of the information, data, or content you upload to the Service or that you generate through your use of the Service. For example, your contact lists, your call scripts, the audio of calls between your AI agent and your call recipients, and the transcripts or analytic results of those calls are your content. Subject to the licenses you grant to us below, you reserve any intellectual property rights or other rights that you hold in that content. We acknowledge that some Client Content may include personal data about your contacts or business-sensitive information, and nothing in these Terms strips you of those ownership rights.

7.2 License to LeadAI for Content.
In order for us to provide and improve the Service, you grant LeadAI and our affiliates a worldwide, royalty-free, sublicensable (to our service providers and subprocessors for the sole purpose of helping us provide the Service), transferable license to host, store, transfer, display, perform, reproduce, modify (for technical purposes, e.g., making transcripts or converting text to speech), and distribute your Client Content solely as needed to provide the Service to you and to fulfill our obligations under these Terms. This means, for example, we have your permission to process the phone numbers you upload in order to dial them, to use your call script text to generate AI spoken output, to record and store the audio of calls if you enable recording, to create transcripts and run analytics on the call content for your later review, and to back up all such data on our servers. If you invite others (e.g., employees) into your account or integrate third-party services, you also permit us to share your content as needed to facilitate that (for instance, sending call data to a CRM system you’ve connected). This license is limited: we do not have the right to use your content for independent commercial purposes unrelated to providing the Service to you, except as otherwise permitted by these Terms (see Section 7.5 regarding service improvement). The license ends when your Client Content is deleted from our systems. However, you agree that we may retain backups or copies of content for a reasonable time period after deletion (though we will not use it except as needed for backup recovery or legal compliance) and that the license continues for such retained copies until they are destroyed.

7.3 Your Warranties for Your Content.
You represent and warrant that you have (and will maintain) all necessary rights, consents, and permissions to provide the Client Content to LeadAI and to allow LeadAI to process and use your Client Content as permitted by these Terms. Specifically: (a) you have complied with any privacy laws or regulations in collecting any personal data that you input into the Service (for example, you have a lawful basis for having the phone numbers and names of the individuals you plan to call, and for recording their calls if you do so); (b) none of the Client Content (nor LeadAI’s use of it to provide the Service) will infringe or violate any intellectual property rights or other rights of any third party; and (c) to the extent any Client Content includes personal information of third parties (such as call recipients), you have provided any necessary notices and obtained any required consents from those individuals for the processing of their personal information by LeadAI on your behalf. We are providing a service to you, but you are the controller of any personal data contained in your Client Content, meaning it’s up to you to ensure that data was collected and is used in compliance with applicable data protection laws (such as GDPR, CCPA, the Australian Privacy Act, etc.). LeadAI acts as a data processor/service provider with respect to personal data contained in Client Content, processing it only for the purposes of providing the Service and as otherwise permitted in these Terms.

7.4 Data Privacy and Protection.
Both parties agree to handle personal information in compliance with applicable privacy laws. LeadAI will implement appropriate technical and organizational measures to protect personal data within the Service, in accordance with our Privacy Policy and any Data Processing Addendum (DPA) we may enter into with you if required. However, you are responsible for determining whether the Service’s features meet your needs in terms of privacy compliance (for example, if you need to mask certain data or obtain consents, you must do so). If a third party (such as a call recipient) contacts LeadAI alleging that their data has been improperly processed via the Service due to your use, we will forward such complaint to you as the responsible party to handle, unless we are legally obligated to respond. If your use of the Service involves personal data of individuals in the European Economic Area, United Kingdom, or other regions with strict data laws, it is your responsibility to enter into any necessary controller-processor agreements with us. By using the Service, you agree that LeadAI can process and store Client Content (including personal data) in any country where we or our subprocessors operate, as long as such transfers comply with applicable laws (we will take steps to ensure adequate protection, such as Standard Contractual Clauses, where relevant).

7.5 Use of Anonymized Data for Model Improvement (including LLM Training).
To continuously enhance the performance, safety, and utility of our AI systems, LeadAI may use de-identified and anonymized data derived from your use of the Service—including Inputs, Outputs, transcripts, metadata, and usage logs—for internal research, analytics, and AI model development.

This anonymized data may be used solely by LeadAI and its controlled affiliates to improve the functionality, quality, and responsiveness of the Service; train, test, and fine-tune LeadAI’s proprietary large language models (LLMs), voice agents, and other machine learning systems; and conduct performance analysis, benchmarking, or diagnostics across aggregated user behavior.

All such data is processed in a manner that removes personal identifiers and is not reasonably linkable to you, your organization, or any individual. LeadAI will not intentionally use identifiable customer content for model training without your explicit written consent.

Anonymized data is never sold, published, or shared with external third parties for their independent use. It is used exclusively to improve LeadAI’s Services and infrastructure.

If you object to the inclusion of your anonymized data in such internal model training, you may submit a written request to privacy@leadai.com. Upon confirmation, we will exclude your data from future training datasets on a going-forward basis, though historical anonymized data may continue to be used as permitted by law.

7.6 Call Data and Service Improvement.
You agree that LeadAI may collect and use Call Data and other usage data to maintain, analyze, and improve the Service and our underlying AI models. This may include using call recordings or transcripts to train and refine voice recognition, natural language understanding, or response generation algorithms; using call outcome data (e.g., whether the call was successful or whether recipients hung up) to improve call strategies or features; and analyzing overall usage patterns to enhance performance and scalability. Whenever feasible, if we incorporate your Call Data into broader product improvements, we will de-identify or aggregate it such that it is not readily associated with you or any individual call participant. For example, we might learn common phrases from many call transcripts to improve the AI’s language model without associating those transcripts with your account.

Opt-Out: If for some reason you object to your Call Data being used for service improvement purposes, please contact us. In some cases (such as enterprise agreements), we may offer an opt-out or a separate arrangement to limit how your data is used for improvements. However, note that certain non-personal technical data (like system logs, call metadata) may still be used for reliability and security regardless of opt-out, and we may still need to retain or review some data to comply with laws or enforce our policies.

7.7 AI Output and Results.
The Service may produce AI-generated outputs (for example, suggested call dialogue, responses to questions, or analytics reports). As between you and LeadAI, you own the outputs that the Service generates based on your inputs. For clarity, if the AI Voice Agent produces a particular spoken dialog during a call, that dialog (and any resulting transcript of it) is part of your Client Content and you have the rights to use, record, reproduce, or distribute that dialog as you see fit (provided that doing so doesn’t violate any law or someone’s rights). LeadAI hereby assigns to you any intellectual property rights it may have in the content of the AI outputs specific to your calls or data, to the extent such content is protectable by IP rights and was not pre-existing material owned by LeadAI or a third party.

Similarity of Outputs: You acknowledge that due to the nature of AI, outputs generated in one context might be similar to outputs generated for others (for example, two users might request the AI to read the same script or answer the same question and get similar responses). Therefore, the foregoing assignment does not mean you have any exclusive rights to phrases or responses that may be generic or common to multiple users. It simply means we aren’t going to claim copyright in the unique combination of words that the AI spoke during your specific calls.

7.8 Accuracy and Use of AI Outputs (Disclaimer).
You understand that artificial intelligence and machine learning technologies are not perfect and can sometimes produce incorrect or unexpected results. LeadAI does not guarantee the accuracy, completeness, or usefulness of any information or content generated by the AI as part of the Service. It is your responsibility to evaluate and verify the output of the AI before you rely on it or act on it. For example, if the AI provides information during a call or in an analysis, you should not assume it is 100% factual or tailored to your situation without checking. Use of AI output is at your own risk. We strongly recommend that you do not rely on the Service as the sole source of information for any critical or legal decisions. If your calls involve giving advice or information (like financial, medical, or legal info) to call recipients, you should review the AI’s content and ensure its accuracy and appropriateness, and you might need to have a human professional involved as required by law or common sense. You agree that you will not use any AI-generated content from the Service in situations where inaccuracies or errors could lead to significant harm without independently verifying the content.

7.9 Deletion of Data.
During the term of your use of the Service, you will have access to certain tools to delete or export your Client Content (for instance, deleting call recordings or contacts). Upon termination of your account, we will handle your data as outlined in Section 5.5. Beyond that, if you need us to delete specific personal data from our systems sooner (for example, a call recipient exercises their right to erasure under privacy laws and you need to ensure we delete their info), you should contact us with a specific request. We will comply with legitimate deletion requests for which you (as controller) have obtained proper authority, provided that deletion is consistent with applicable law and our need to maintain lawful records. Note that some data may need to be retained in backups or logs for a certain period, but we will not restore or use deleted data except as necessary for legal compliance.

8. Intellectual Property Rights

8.1 LeadAI’s Ownership. All rights, title, and interest in and to the Service (excluding Client Content, as defined above) are and will remain the exclusive property of LeadAI and/or its licensors. This includes all intellectual property rights in the Service and its components, such as the software (source and object code), algorithms and AI models, design, user interfaces, know-how, inventions (patentable or not), databases of training data (excluding any of your specific data), compilations of data (other than your Client Content), and the collective works and enhancements of the Service. The LeadAI name, logo, and all related product or service names are trademarks of LeadAI (or its affiliates or third-party partners) and no right or license is granted to use them under these Terms except as expressly provided.

8.2 License to Use the Service. Subject to your continued compliance with these Terms and payment of applicable fees, LeadAI grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license during the term of this agreement to access and use the Service for your internal business or personal purposes (as applicable), in the manner and for the purposes the Service is intended. This license allows you to use our software and platform interfaces to set up AI calls and use related features, and to download or make local copies of outputs or reports for your use. Restrictions: Except as explicitly permitted by LeadAI in writing, you shall not: copy, modify, or create derivative works of the Service; distribute, sell, or lease any portion of the Service to any third party; or use the Service on behalf of or for the benefit of any third party (other than for your own organization’s needs if you are a business client). All rights not expressly granted to you are reserved by LeadAI.

8.3 No Implied Rights. There are no implied licenses under these Terms. LeadAI’s failure to assert any right under intellectual property laws or to insist upon compliance with any term of this Agreement shall not be considered a waiver of such right or term. Using the Service does not give you ownership of any intellectual property rights in the Service or in any content provided by LeadAI or others through the Service (other than your own Client Content). Any feedback, suggestions, or ideas you provide to LeadAI (see Section 8.6) do not grant you any ownership or right to any improvements or changes made based on that feedback.

8.4 Third-Party Materials. The Service may include or utilize certain third-party software, libraries, models, or other materials that are subject to open source or third-party licenses. For example, if we use a speech-to-text engine from a third party or open source components in our web interface, those components may be licensed under their own terms. We will provide attributions or disclosures for any open source we include as required by those licenses (often in documentation or an “About” page in the application). To the extent required by the licenses of open source components, those open source licenses (and not these Terms) will govern your use of those components. However, this does not give you the right to use any part of the Service in a way that would violate Section 6.6 or other provisions, as long as such restrictions are consistent with the open source license. If there is a conflict between these Terms and any applicable open source license with respect to an open source component of the Service, the open source license will prevail for that component.

8.5 Trademark Usage. You may not use the trademarks, logos, or branding of LeadAI without our prior written consent, except as allowed by applicable law. This means you cannot, for example, use the LeadAI logo in your own marketing materials or name your product in a way that suggests an affiliation with LeadAI without permission. You are permitted to make factual statements that you are a user of LeadAI’s Service or to display LeadAI’s name in a plain text list of services you use, as long as you do so truthfully and not in a misleading or derogatory way. Any permitted use of our trademarks must be in accordance with any brand guidelines we provide. Likewise, LeadAI acknowledges that your name and logos are your trademarks, and nothing in these Terms gives us rights to use your marks except as needed to provide the Service (for instance, showing your company name or logo within a portal for your account users), or with your separate permission.

8.6 Feedback and Suggestions. We appreciate feedback, comments, and suggestions for improvements to our Service (“Feedback”). If you choose to provide Feedback to LeadAI, you hereby grant LeadAI a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, sublicensable, and transferable license to use, modify, create derivative works of, and incorporate into the Service (and into LeadAI’s other products or services) any such Feedback, without any obligation to you. LeadAI shall have the sole ownership of any improvements or new features that may result from such Feedback. You agree that you will not claim any intellectual property rights or compensation based on any improvement or modification made by LeadAI due to Feedback you provided. Please do not provide any Feedback that you consider confidential or proprietary; we reserve the right to use Feedback openly.

9. Third-Party Services and Components

9.1 Integration with Third-Party Services. The Service may integrate with or utilize third-party services or content that are not controlled by LeadAI. Examples might include: telephony and SMS gateways/carriers that connect calls (e.g., a VoIP service provider or PSTN carrier that actually places the call to the recipient’s phone network), text-to-speech or speech-to-text engines from cloud providers (to generate the AI voice or transcribe audio), scheduling/calendar services (if you integrate the Service with your calendar), customer relationship management (CRM) systems (if you choose to sync call results to a CRM), or analytical tools. The Service may also allow you to access links or content provided by third parties (for example, we might display map data for area codes or use a third-party database for validating phone numbers). Any third-party services or content that are made available through the Service are provided “AS IS” and subject to the terms and privacy policies of their respective providers. While we try to choose reliable partners, LeadAI has no direct control over the operation of third-party services and is not responsible or liable for any aspect of these third-party services, including their availability, accuracy, or failures.

9.2 Third-Party Terms. Your use of third-party services may require you to enter into separate agreements with those third parties or to comply with their usage policies. For example, if the Service uses a third-party voice service, that service may have an acceptable use policy (for instance, disallowing certain types of content via their voice API) which by using our Service you also agree to abide by. We will provide information in our documentation or on request regarding any important third-party terms that you should be aware of. By using the Service, you agree to comply with any such third-party terms of use or license requirements when applicable. If you do not agree to those terms, you should not use the features of our Service that rely on that third-party component. We do not separately charge you for third-party services integrated into our Service; any third-party fees (like telecom carrier fees for calls or SMS) are typically included in what we charge you or in your own telecom/internet bill if applicable. If any third-party provider ceases to make its service available to LeadAI on reasonable terms, we may stop providing the corresponding feature to you without constituting a breach of these Terms.

9.3 No Endorsement. The inclusion of any third-party integration or the ability to link to a third-party service through our Service does not imply endorsement, sponsorship, or affiliation by LeadAI of that third party. Likewise, when the Service provides outputs that reference third-party information (for example, the AI might mention a public fact or content that relates to a third party), it does not mean that third party endorses LeadAI or the Service. You are responsible for any interactions you have with third-party services and for reading and understanding their terms and privacy policies.

9.4 Third-Party Open Source. As noted in Section 8.4, the Service may contain open-source software or other third-party components. Some of these may be listed in our documentation. They are licensed to us (and to you, indirectly) under their own licenses. To the extent required, we incorporate those licenses herein by reference and will make a copy of the license text available to you upon request. You agree to comply with any relevant license terms for such components if you, as permitted, separately interact with them.

9.5 Telecommunications Providers and Charges. When the Service places phone calls, it may use telecommunication networks (like landline, cellular, or VoIP networks) operated by third-party carriers. LeadAI is not a telecom carrier; we partner with licensed carriers or use internet-based telephony services. While we facilitate calls, we cannot guarantee that every call will connect or be of perfect quality, as those factors depend in part on the public telephone network and the recipient’s phone service. There may be circumstances where calls cannot be completed (for example, due to network outages, recipient number issues, or carrier filtering). You acknowledge that calls may incur costs (we charge you via our Service fees, which cover the carrier costs on our end). If you are using the Service in a way that also uses your own telephone or internet provider (for example, if you receive forwarded calls or use your data connection), you are responsible for any fees charged by your provider (like mobile data or voice minutes). LeadAI is not responsible for any extra charges from your own phone/Internet provider arising from using our Service.

9.6 Third-Party Websites and Links. Our website or the Service interface may contain links to third-party websites (for example, a blog post about telemarketing laws, or a help article on another site). These links are provided for convenience only. We do not endorse or assume any responsibility for any such third-party sites, information, materials, products, or services. If you access any third-party website or content via our Service, you do so at your own risk. Different terms and privacy policies may apply to your use of such third-party content.

10. Changes to the Service and Terms

10.1 Service Modifications and Updates. LeadAI is constantly evolving and improving the Service. We reserve the right to add, remove, or modify features, functionalities, or components of the Service at any time. We may do so with or without notice, though for significant changes that materially reduce the Service’s functionality, we will attempt to provide advance notice when feasible. Examples of changes include: enhancing the AI model, changing the user interface, adding new analytics tools, discontinuing a particular integration or feature that has low usage, or updating our technical infrastructure. We may also deploy bug fixes, patches, and other maintenance updates automatically. You acknowledge that the Service is provided as an evolving service and that certain changes may alter the user experience. In the unlikely event we decide to discontinue the Service in its entirety or cease operations, we will provide you with at least 30 days’ notice if possible, so that you can download your data and make alternative arrangements. If we discontinue the Service entirely, you will be entitled to a prorated refund of any prepaid subscription fees for the remaining unused period after the discontinuation.

10.2 Changes to Plans. LeadAI may introduce new subscription plans or alter the features of existing plans. For instance, we might change the number of included Usage Credits, adjust rate limits, or impose new limits on features for certain plan tiers. If a change to your plan’s features or limits is material and unfavorable, we will notify you in advance (typically via email or a notice in the dashboard). If such a change significantly degrades the Service you expected and you are on a fixed-term subscription, you may terminate your subscription and receive a prorated refund for the unused portion of the term (this does not apply if you are on a month-to-month plan which you can cancel at any time per Section 5.1). Continued use of the Service after a plan change has taken effect constitutes acceptance of the change.

10.3 Updates and Compatibility. We may from time to time update the software or application through which you access the Service (including automatic updates to any client software). These updates may be required to maintain use of the Service. You agree to promptly install any updates that we push to your devices. We will not be responsible for errors or security risks resulting from your failure to do so. We try to maintain backward compatibility in our API and integrations, but cannot guarantee that older versions will always work. When possible, we will deprecate features by providing advance notice and a transition period.

10.4 Terms Updates. As set forth in Section 1.5, we may modify these Terms with notice to you. It is your responsibility to review any updated Terms. We will indicate the “Last Updated” date at the top of the Terms document. If you do not agree to the changes, you must stop using the Service. These Terms (and any updated Terms) constitute the entire agreement between you and LeadAI regarding the Service and supersede any prior agreements or understandings (whether written or oral) relating to the Service.

10.5 Feature Previews and Beta Releases. From time to time, LeadAI may invite you to try pre-release or beta features of the Service (labelled as “Beta”, “Preview”, “Early Access”, etc.). Such features are experimental and provided as-is for evaluation and feedback. They may be subject to additional terms we present to you. Beta features may not be as reliable or available as the main Service, and we may modify or withdraw them at any time. Your use of beta features is voluntary. Any feedback you provide on beta features is subject to Section 8.6 (Feedback). We make no promises that beta features will ever be promoted to general availability, and any use of them is at your own risk.

11. Disclaimers of Warranties

11.1 “AS IS” and “AS AVAILABLE” Basis. The Service, including all of its software, systems, AI models, functions, and content, is provided “AS IS” and “AS AVAILABLE” to the fullest extent permitted by law. LeadAI, on behalf of itself and its affiliates, suppliers, and licensors, disclaims all warranties and representations, express or implied, regarding the Service and your use thereof.

11.2 No Guarantee of Results or Accuracy. Use at Your Own Risk: You understand that using an AI-driven communications platform involves some risk. LeadAI does not guarantee that the Service will meet your requirements, achieve any intended results, or operate uninterrupted, securely, or error-free. We do not guarantee the accuracy, reliability, timeliness, or completeness of any information or content obtained through the Service, whether generated by our AI, provided by LeadAI personnel, or contributed by other sources. This includes, without limitation, the accuracy of call transcripts, the content of AI-generated speech, analytics conclusions, or any guidance the system might give. You are solely responsible for verifying any outputs or information before relying on them.

11.3 Implied Warranties. To the maximum extent permitted by applicable law, we specifically disclaim all implied warranties, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and any warranties arising out of course of dealing or usage of trade. We make no warranty that the Service will be error-free or free from interruptions or that any errors or defects will be corrected. While we endeavor to maintain the security of the Service, we make no warranty that the Service will be secure or free from vulnerabilities, viruses, or other harmful components (though we certainly aim to avoid them).

11.4 Communications and Call Quality. LeadAI makes no warranty that outbound calls or communications made through the Service will actually reach their intended recipients, will be heard or answered by them, or will achieve any particular outcome. We are not responsible for telecommunication failures or quality issues (such as dropped calls, static, latency, or misheard audio) that may occur in the course of your use of the Service; these may be due to factors outside our control (network issues, recipient’s device, etc.). We cannot guarantee any specific conversion rates, response rates, or performance metrics from your use of the Service.

11.5 Third-Party Services and Content. Any third-party services, data, or content (as described in Section 9) are not warranted or supported by LeadAI. We disclaim responsibility for any harm or losses arising from your interactions with or reliance on any third-party services. Any information or content accessed through the Service that originates from a third party is provided for convenience “AS IS,” and we are not liable for its accuracy or completeness.

11.6 No Advice. No information or communication, whether oral or written, obtained by you from LeadAI or through the Service shall create any warranty not expressly stated in these Terms. LeadAI is not providing legal, financial, or other professional advice via the Service. Any suggestions the Service may offer (for example, best time to call, or script suggestions) are for general informational purposes and you should use your own judgment or consult professionals where appropriate.

11.7 Consumer Law Notice. Important: If you are a consumer using the Service for personal, domestic or household purposes, you may have certain rights under the Australian Consumer Law or other applicable consumer protection legislation that cannot be excluded or limited by contract. Nothing in these Terms is intended to exclude, restrict or modify any right or remedy you have under any such law that cannot be lawfully excluded or limited. To the extent that such laws apply, some of the disclaimers and limitations in these Terms may not apply to you, and you may have additional rights. For example, in Australia, our services come with non-excludable guarantees such as that they will be carried out with due care and skill. These Terms should be read subject to such statutory provisions.

11.8 Specific Jurisdictional Laws. Because some jurisdictions do not allow certain disclaimers of warranties, some of the above disclaimers may not apply to you. In such case, the disclaimers shall apply to the maximum extent permitted by the laws of your jurisdiction. If any warranty is legally required, then to the extent permitted by law, we limit the duration of such statutory warranty to the minimum period permitted (or if minimum is not specified, to 30 days from first use of the Service).

12. Limitation of Liability

12.1 Exclusion of Certain Damages. To the fullest extent permitted by applicable law, in no event will LeadAI or its parent company, affiliates, subsidiaries, officers, directors, employees, agents, partners, suppliers, or licensors (collectively, the “LeadAI Parties”) be liable to you for any indirect, incidental, special, consequential, punitive or exemplary damages, or any damages for loss of profits, loss of revenue, loss of goodwill, loss of customers, loss of or damage to data, business interruption, or procurement of substitute services, arising out of or in connection with the Service or these Terms, even if LeadAI or such related party has been advised of the possibility of such damages. This exclusion of damages includes, without limitation, any losses resulting from: your inability to use the Service (due to downtime or otherwise); your reliance on any content or output from the Service; unauthorized access to or alteration of your transmissions or data; statements or conduct of any third party on the Service; or any other matter related to the Service.

12.2 Liability Cap. To the fullest extent permitted by law, the total aggregate liability of the LeadAI Parties for all claims arising out of or relating to these Terms or the Service (whether in contract, tort (including negligence), strict liability, or any other theory of liability) shall not exceed the amount you have paid to LeadAI in subscription or usage fees in the twelve (12) months immediately preceding the event giving rise to the claim, or one hundred Australian dollars (AUD $100), whichever is greater. If you have not paid any amount (for example, if you are on a free trial or free tier), LeadAI’s aggregate liability will be limited to AUD $100. This limitation applies cumulatively to all kinds of claims and losses, regardless of the number of events or claims.

12.3 Application of Limitations. The limitations and exclusions of liability in this Section 12 apply whether the claims are based in warranty, contract, statute, tort (including negligence), or any other legal theory. You acknowledge and agree that LeadAI has set its fees and entered into these Terms in reliance upon these limitations of liability and that these limitations are an essential basis of the bargain between you and LeadAI.

12.4 Exceptions. Nothing in these Terms is intended to exclude or limit liability that cannot be excluded or limited under applicable law. For example, some jurisdictions do not allow exclusion of liability for death or personal injury caused by negligence, or for fraud or fraudulent misrepresentation, or for willful misconduct. Also, under Australian law, certain statutory guarantees may apply to consumers that cannot be excluded. Therefore, if a court of competent jurisdiction determines that applicable law requires LeadAI to be liable for certain damages that were otherwise barred or limited by these Terms, then the above limitations will apply to the maximum extent permitted, and LeadAI’s liability will be limited to the types and amounts of damages for which there is a valid limitation or exclusion.

12.5 Australian Consumer Law (ACL) Notice. If the ACL or any similar law applies and permits the limitation of liability for breach of a non-excludable guarantee or condition, LeadAI’s liability is limited, at LeadAI’s option, to: (a) in the case of services, supplying the services again or payment of the cost of having the services supplied again; and (b) in the case of goods (if any are supplied under this agreement), repairing or replacing the goods or payment of the cost of having the goods repaired or replaced. This Section is not intended to exclude the operation of Section 64A of the Australian Consumer Law, which may apply to any goods or services of a kind ordinarily acquired for personal, domestic or household use or consumption.

12.6 No Class or Multiparty Recovery. Only losses you personally incur may be claimed against LeadAI. This means that the limitations of liability will apply to you on an individual basis, and LeadAI’s total liability to you will be as described above. You cannot increase the maximum liability of LeadAI by aggregating multiple claims by different parties or classes, and any relief awarded to you will be solely for your benefit.

12.7 Third-Party Beneficiaries of Limitations. Each of the LeadAI Parties (as defined in 12.1) is an intended beneficiary of the disclaimers and limitations of liability in Sections 11 and 12, and each such party may enforce these provisions as if they were a party to these Terms. The liability limitations in these Terms in favor of LeadAI also extend to LeadAI’s licensors and suppliers of components of the Service (such as telephony providers and AI model providers), which are intended third-party beneficiaries of these provisions.

12.8 Acknowledgment. You acknowledge that the allocation of risk and liability in these Terms is reasonable and an essential part of the agreement between the parties. Absent such allocation, LeadAI would not be able to offer the Service at the pricing and on the other terms offered.

13. Indemnification

13.1 Your Indemnity to LeadAI. To the fullest extent permitted by law, you agree to indemnify, defend, and hold harmless LeadAI, its parent company, affiliates, and their respective directors, officers, employees, agents, contractors, and licensors (the “Indemnified Parties”) from and against any and all losses, liabilities, claims, demands, damages, expenses or costs (“Claims”), including reasonable attorneys’ fees and court costs, arising out of or related to: (a) Your Use of the Service: your access to or use of the Service, including any content you create, transmit, or store through the Service (your Client Content) and any results generated by the Service based on your instructions; (b) Breach of Terms: your breach or alleged breach of any provision of these Terms, any warranty you provide, or any applicable law or regulation; (c) Third-Party Rights: your violation of any rights of a third party, including but not limited to intellectual property rights, privacy rights, or publicity rights, in connection with your use of the Service (for example, if you call or record someone without proper rights or consents, or if your call content defames someone or infringes a copyright, etc.); (d) Illegal Conduct: any fraud, misrepresentation, or unlawful activity carried out by you or under your account in relation to the Service (such as illegal telemarketing, scams, or harassment of individuals via calls); and (e) Data and Consent Issues: any breach by you of data protection or privacy laws, including any failure to obtain necessary consents from individuals, or any security breach on your end that compromises personal data.

13.2 Procedure. LeadAI will: (i) promptly notify you in writing of the Claim (provided that any delay in notification will not alleviate your obligations except to the extent you are materially prejudiced by such delay); (ii) provide you with reasonable information and cooperation at your expense in defending the Claim; and (iii) grant you control of the defense and settlement of the Claim, provided that you shall not settle any Claim in a manner that admits liability or imposes obligations on LeadAI (or other Indemnified Parties) without our prior written consent. LeadAI reserves the right to participate in the defense of the Claim with counsel of its own choosing at its own expense. If you fail to assume defense of a Claim promptly, LeadAI may do so and you will be liable for all costs incurred by LeadAI in such defense.

13.3 Additional Liability. In the event a Claim is brought or threatened against LeadAI that is subject to indemnification by you, LeadAI may at its discretion elect to suspend or terminate your use of the Service to mitigate its potential liability. Your indemnification obligation will survive any termination of your account or these Terms.

13.4 Exceptions. You are not obligated to indemnify the Indemnified Parties to the extent a Claim is directly caused by the gross negligence or willful misconduct of LeadAI. Likewise, if LeadAI is seeking indemnification and a competent court finds that a particular Claim against LeadAI was solely due to LeadAI’s breach of these Terms, then indemnification may not apply. However, if a Claim is a result of a combination of your conduct and our conduct, the damages and costs shall be apportioned accordingly between us under applicable law, but your indemnity obligations remain for the portion attributable to your conduct.

13.5 Indemnification by LeadAI. If you are a consumer user or if a specific regulation in your jurisdiction requires a reciprocal indemnity from service providers, then LeadAI will indemnify you for third-party claims to the extent caused by our intentional infringement of third-party intellectual property rights in the underlying Service (excluding anything that arises from your provided content or modifications). In such cases, the procedures and conditions similar to above will apply (you notify us, we control defense, etc.). This provider indemnity is not available to business or commercial users except as may be separately agreed in writing (e.g., in a negotiated contract).

14. Governing Law and Dispute Resolution

14.1 Governing Law. These Terms and any dispute or claim (whether contractual or non-contractual) arising out of or in connection with these Terms or their subject matter or formation shall be governed by the laws of the State of Victoria, Australia, without regard to its conflict of law principles. However, if you are a consumer and the laws of your country of residence mandate that another jurisdiction’s laws apply for certain consumer issues, then those laws may apply to that extent. The U.N. Convention on Contracts for the International Sale of Goods (Vienna, 1980) is expressly excluded and will not apply to these Terms or the Service.

14.2 Jurisdiction and Forum. Subject to the arbitration provision below, the parties agree to submit to the exclusive jurisdiction of the courts of Victoria, Australia (specifically, the appropriate courts sitting in the City of Melbourne, Victoria) to resolve any legal action or proceeding relating to these Terms or the Service. You and LeadAI each waive any objection to the venue and jurisdiction of such courts (including any claim that an action has been brought in an inconvenient forum). If you are based outside Australia, you agree that any process may be served on you by mail or by other method permissible under the Hague Service Convention or other applicable law.

14.3 Arbitration Election by LeadAI. At LeadAI’s sole discretion, any dispute, claim, or controversy arising out of or relating to these Terms or the Service, including the determination of the scope or applicability of this agreement to arbitrate, may be referred by LeadAI to and finally resolved by binding arbitration. This means that even if a dispute is filed in court, LeadAI can decide to require it to be arbitrated instead. If LeadAI elects arbitration, it will do so by providing you written notice of its election (which may be in the form of a motion in court or a direct communication to you if no court action has yet been filed). From that point, the dispute shall be resolved by arbitration pursuant to the following terms.

14.4 Arbitration Procedure. The arbitration shall be administered by the Australian Centre for International Commercial Arbitration (“ACICA”) in accordance with the ACICA Arbitration Rules then in effect, except as modified herein, or, if ACICA is unavailable and LeadAI so chooses, by another reputable arbitration body (such as the Resolution Institute of Australia) under its rules. The seat of arbitration shall be Melbourne, Australia. The arbitration shall be conducted in the English language. The tribunal shall consist of a single independent, neutral arbitrator, to be appointed by mutual agreement of the parties or, failing agreement, in accordance with the applicable rules (e.g., by ACICA’s appointment). The arbitrator shall have experience with technology-related disputes. Confidentiality: The arbitration and any information disclosed there during shall remain confidential, except as necessary to enforce the award or as required by law.

14.5 Arbitration Fees and Costs. Each party shall initially bear its own legal fees and costs of arbitration. The arbitrator has the authority to award the prevailing party its costs and reasonable attorneys’ fees, except to the extent prohibited by law or the arbitration rules. The arbitrator’s fees and any administrative fees will be split between the parties unless the arbitrator determines a different allocation is appropriate due to the circumstances or unless applicable law requires LeadAI to bear a greater portion of such fees (for example, in some consumer contexts).

14.6 Binding and Final. The arbitrator’s award shall be final and binding on the parties and may be entered and enforced in any court of competent jurisdiction. The arbitrator shall have authority to award any relief or remedies that a court could order under these Terms, including equitable relief (injunctions, specific performance) and damages, but may not award punitive damages, except if such damages are expressly permitted by statute for the specific claim asserted and the statute’s standards for awarding punitive damages are met.

14.7 Exceptions – Small Claims and Injunctive Relief. Notwithstanding anything to the contrary, either party may elect to pursue a claim in a small claims court of appropriate jurisdiction for disputes or claims within the scope of that court’s jurisdiction (so long as the dispute remains in small claims and is not transferred or appealed to a court of general jurisdiction). Further, both you and LeadAI retain the right to seek injunctive or equitable relief in a court of competent jurisdiction (without the requirement to post a bond) to prevent actual or threatened infringement, misuse or misappropriation of a party’s intellectual property, confidential information, or other proprietary rights. Such a request for interim relief will not be deemed incompatible with the agreement to arbitrate or as a waiver of the right to arbitrate on the merits.

14.8 No Class Actions. You and LeadAI agree that all claims and disputes must be brought on an individual basis and not on a class, collective, or representative basis. You shall not assert claims in any representative capacity on behalf of others and shall not seek to participate (as a class member or otherwise) in any class or representative action against LeadAI. The arbitrator shall have no authority to conduct any class or collective arbitration. This class action waiver is a fundamental part of the agreement to arbitrate. In the event this waiver is deemed unenforceable or invalid, the entire agreement to arbitrate in Section 14.4-14.7 shall be null and void (but the rest of these Terms shall remain in effect). If any claim proceeds in court rather than arbitration, you and LeadAI waive any right to a jury trial.

14.9 Time Limit to Bring Claims. To the extent permitted by law, any dispute or claim arising from or relating to the Service or these Terms must be brought within one (1) year from when the cause of action arose. If it is not filed within that time, it is permanently barred. This limitations period does not apply to claims for non-payment or for breach of confidentiality or intellectual property rights, or where a longer period is required by law.

14.10 Consumer Rights and Local Law. If you are a consumer in a jurisdiction that does not allow pre-dispute arbitration agreements or class action waivers for certain types of disputes, the provisions of this Section 14 may not fully apply to you. For example, if you reside in a country where arbitration can only be agreed to after a dispute has arisen, or if a class action waiver is prohibited, then those provisions are severed to the minimum extent necessary to comply with local law. In such cases, the dispute resolution shall default to the courts as per Section 14.2, but all other parts of these Terms (including choice of law) remain in effect.

15. Miscellaneous Provisions

15.1 Entire Agreement. These Terms (including any additional policies, guidelines, or documents that are incorporated by reference herein or provided to you within the Service) constitute the entire agreement between you and LeadAI regarding the Service and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Service. No oral or written information or advice given by LeadAI, any employee, distributor, or other representative, will create any warranties or contractual obligations not expressly stated in these Terms. You agree that you have not relied on any such information or advice when entering into these Terms.

15.2 Amendments and Waivers. Any amendment or modification of these Terms (other than changes made by LeadAI as described in Section 1.5 and 10.4) must be in writing and signed by an authorized representative of both parties. The failure or delay by either party to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that or any other term. Similarly, a waiver of any breach or default will not constitute a waiver of any subsequent breach or default. Any waiver must be explicit and in writing to be effective.

15.3 Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court or tribunal of competent jurisdiction, that provision shall be enforced to the maximum extent permissible to reflect the intent of the parties, and the remaining provisions of these Terms shall remain in full force and effect. If necessary, the invalid or unenforceable provision will be deemed modified and interpreted so as to best accomplish its intended objective within the limits of applicable law, or if it cannot be so modified, it shall be severed from these Terms. However, if a fundamental part of these Terms (such as the mandatory arbitration and class waiver provisions for U.S. or other users where applicable) is ruled unenforceable, the validity of the remaining Terms might be affected, and the parties will negotiate in good faith to modify the Terms to preserve their original intent as closely as possible.

15.4 Assignment. You may not assign or transfer these Terms, nor any rights or obligations hereunder, whether voluntarily, by operation of law, or otherwise, without LeadAI’s prior written consent. Any attempted assignment or transfer by you without such consent will be null and void. LeadAI may freely assign or transfer these Terms (in whole or in part) to any of its affiliates or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets related to the Service, without your consent. Subject to the foregoing, these Terms shall bind and inure to the benefit of the parties and their respective permitted successors and assigns.

15.5 Relationship of Parties. The relationship between you and LeadAI is that of independent contractors. Nothing in these Terms shall be construed to create any partnership, joint venture, agency, fiduciary, or employment relationship between you and LeadAI. You have no authority to make or accept any offers or representations on behalf of LeadAI. You and LeadAI agree not to represent yourselves as having any such relationship or authority.

15.6 No Third-Party Beneficiaries. Except as expressly provided in Sections 12 and 14 with respect to the LeadAI Parties and certain third-party beneficiaries of liability protections, there are no third-party beneficiaries to these Terms. This agreement is intended solely for the benefit of you and LeadAI and your respective permitted successors and assigns. It is not intended to benefit any other person or entity. No third party (except as noted for specific clauses) shall have any rights to enforce any term of these Terms.

15.7 Force Majeure. No party shall be liable for any delay or failure in performance (except payment obligations) due to causes beyond its reasonable control (“Force Majeure”), including, but not limited to: acts of God, war, terrorism, civil unrest, government action, strikes or other labor disputes, material shortages, electrical or power outages, internet or telecommunication failures or slowdowns, pandemic or epidemic events, fire, flood, earthquakes, or other natural disasters. In the event of a Force Majeure event, the affected party shall give prompt notice to the other, and shall be excused from performance (and the time for performance shall be extended) for the duration of the Force Majeure event, but shall use commercially reasonable efforts to mitigate the effects and resume full performance as soon as practicable. If a Force Majeure event persists for an extended period (e.g., more than 30 days), either party may terminate the affected services upon written notice to the other without further liability (other than refunding any prepaid fees for undelivered service). This clause does not apply to your obligation to pay for services already rendered.

15.8 Notices. To You: LeadAI may provide notices or communications to you in electronic form. We may email you at the email address provided in your account registration, or post notifications via the Service interface (for example, in your account dashboard) or via an in-service notification system. You agree that any such electronic communication will satisfy any applicable legal notice requirements. It is your responsibility to keep your contact information (especially your email address) up to date in your account. To LeadAI: Unless specified otherwise in these Terms, you must send any notices to LeadAI regarding legal disputes or notices of breach, indemnifiable claims, or other serious matters to the following email and mailing address:

• Email: legal@leadai.com (example email – ensure this is updated to actual contact)

   

• Mailing Address: LeadAI Pty Ltd, Attn: Legal Department, [1234 Business Rd., Melbourne VIC 3000, Australia] (example address).

   

Notices sent by email shall be deemed received on the next business day in the recipient’s location, provided that no bounce or error message is received. Notices sent by courier or registered mail shall be deemed received upon delivery confirmation. Routine communications regarding the Service (such as support requests or account inquiries) should be sent through our normal support channels and do not constitute legal notice.

15.9 Survival. The following sections (and any other provisions which by their nature should survive termination) shall survive the expiration or termination of these Terms: 4.9 (No Refunds), 5.5 (Effects of Termination), 6 (to the extent of any ongoing responsibilities or restrictions on use), 7.1-7.8 (Content and Data rights and responsibilities), 8.1, 8.3, 8.5, 8.6 (IP ownership, etc.), 11 (Warranties Disclaimer), 12 (Liability Limitation), 13 (Indemnification), 14 (Dispute Resolution), and 15 (Miscellaneous), as well as any accrued payment obligations. Termination of the agreement does not relieve either party from liability for prior breaches or for obligations that are stated to continue.

15.10 Headings and Interpretation. The headings of sections and subsections in these Terms are for convenience of reference only and shall not affect the meaning or interpretation of the provisions of these Terms. As used in these Terms, the words “including” and similar terms are to be construed without limitation; references to “written” or “in writing” include email and other electronic forms of communication; use of the singular includes the plural and vice versa; and “or” is used in the inclusive sense of “and/or” unless stated otherwise. If these Terms are translated into a language other than English, the English language version will prevail to the extent of any conflict or ambiguity in interpretation.

15.11 Severability of Class Action Waiver and Arbitration. If an arbitrator or court determines that the class action waiver in Section 14.8 or any part of the arbitration provisions in Section 14 is invalid or unenforceable as to a particular claim or request for relief, then, subject to the parties’ rights to appeal such decision, that claim or request for relief (and only that one) shall proceed in a court of competent jurisdiction, subject to Section 14.2, and shall be severed from any arbitration. In such case, the remainder of the arbitration agreement shall remain valid and applicable to the remaining claims.

15.12 Additional Contract Documents. In some cases, you and LeadAI may have entered into a separate written agreement (such as a Master Services Agreement, Order Form, or Data Processing Addendum) pertaining to your use of the Service. If so, and if that agreement is signed by both parties and conflicts with any provision of these Terms, the signed agreement will control to the extent of the conflict for the subject matter of that agreement. Otherwise, these Terms shall govern.

15.13 Contact Information and Customer Support. If you have any questions about these Terms or need assistance with the Service, please contact LeadAI support. You can reach us by email at support@leadai.com or through our support portal on our website. Our mailing address is provided in Section 15.8 for formal notices. We value our clients and will do our best to address your inquiries promptly.

Last updated: January 21st, 2025.