Terms of Service

1. Definitions

• "Services" means UnlimCall's outbound voice origination and termination, SIP trunking, messaging (SMS/MMS), telephone numbering and Caller ID provisioning, call signing (STIR/SHAKEN where available), the customer portal at app.unlimcall.com, APIs, and any add-on products you purchase (including AI Agents, AI Receptionist, Auto-dialer, and Voice Cloning).
• "Seat" means one concurrent outbound channel. Seat counts, markets, and tiers are defined in your Order.
• "Market" means a country in which you have subscribed to Services.
• "DID" or "Number" means a telephone number allocated to you or used by you on the network.
• "CDR" means a call detail record.
• "AI Features" means AI Agents, AI Receptionist, Voice Cloning, transcription, summarization, sentiment or emotion analysis, automated email or calendar actions, AI call handling, and any other machine-learning or generative-AI functionality made available through the Services.
• "Call Data" means call and message detail records, signaling metadata, SIP headers, calling and called numbers, timestamps, duration, disposition, carrier routing information, attestation status, quality metrics, and—where the relevant feature is enabled—recordings, transcripts, and summaries, together with related logs.
• "End User" means any individual a Customer or its users contact, or who is contacted, using the Services, and any of the Customer's own agents or personnel who use the Services.
• "Customer Content" means the data, audio, scripts, prompts, knowledge-base materials, contact and lead lists, voice samples, recordings, transcripts, CRM data, and other material you transmit, generate, or store through the Services.

2. The Services

2.1 What we provide. UnlimCall is a voice and messaging carrier and SIP trunking provider for outbound contact centers and sales teams. We provide network connectivity, telephone numbering with native local Caller ID in our supported Markets, call routing, messaging (SMS/MMS), and, where supported, call attestation. We sell the carrier layer; you bring your own dialer and applications (for example ViciDial, GoHighLevel, FreePBX, or any standard SIP client). We knowingly serve high-risk verticals subject to the enhanced verification described in Section 3.4 and the AUP.

2.2 You control your campaigns. UnlimCall does not originate, script, schedule, target, or place calls on your behalf except where you expressly configure an add-on (such as AI Agents or Auto-dialer) to do so under your control. You are solely responsible for who you call, when you call, what is said, the contact data you load, the consents you rely on, and the configuration of any dialer or application you connect to the Services.

2.3 Add-ons. Add-on products (AI Agents, AI Receptionist, Auto-dialer, Voice Cloning, and others) are part of the Services and are governed by this Agreement, plus any product-specific terms presented at purchase. Add-ons may carry separate or usage-based fees (for example, per-minute fees for AI Agents).

2.4 Changes to the Services. We may modify, add, or discontinue features from time to time. We will not materially degrade the core Services you have paid for during a committed term without offering you a reasonable remedy.

2.5 AI Features. AI Features are tools for business communications and may generate, classify, summarize, interpret, schedule, email, transcribe, or speak content based on your prompts, scripts, knowledge bases, call context, and third-party AI systems. You are responsible for configuring, supervising, and reviewing AI Features. AI outputs can be inaccurate, incomplete, or unsuitable, and must not be relied on as legal, medical, financial, tax, emergency, or professional advice; you must apply human review where appropriate. You must ensure your AI Agents and AI Receptionist identify themselves as AI or automated where required by law, your industry, your own customer promises, or where omission would be deceptive, and you must not configure AI Features to impersonate any person, government agency, emergency service, financial institution, healthcare provider, or other entity without authorization.

2.6 Voice Cloning. If you upload or use a voice sample, voice clone, or synthetic voice, you represent and warrant that you have all rights, permissions, consents, and releases necessary to create and use that voice in the manner you use it. You must not clone or use any person's voice without their informed consent or other lawful authorization, and you must not use a cloned or synthetic voice to defraud, impersonate, harass, bypass voice authentication, or create non-consensual synthetic media. We may require a consent attestation, proof of identity, or other verification before enabling or continuing Voice Cloning, and may disable or delete a voice clone where we suspect misuse, a rights dispute, lack of consent, fraud, or legal risk. Voice samples and models may constitute biometric or sensitive data under some laws (for example, U.S. state biometric-privacy laws); you are responsible for any notices and consents those laws require.

2.7 APIs and developer use. You may use our APIs only in accordance with our documentation, rate limits, and security requirements. You must not reverse engineer, overload, scrape, bypass limits, or use the APIs to facilitate abuse. We may rotate, suspend, or limit API keys, tokens, or SIP credentials if we suspect abuse, compromise, excessive load, non-payment, or violation of this Agreement.

2.8 Network concurrency. Your account's outbound concurrency — the number of simultaneous calls it may place — is provisioned and metered according to your plan and the lines (Seats), dialer trunks, and AI features on your account, as reflected in your Order and your provisioned configuration. Higher-concurrency products (predictive, power, and progressive dialers and AI calling features) are provisioned with the concurrency they require. You must not exceed the concurrency provisioned to your account, and we may meter, rate-limit, or reduce per-line and per-account concurrency limits at any time. Using technical means to obtain concurrency beyond what is provisioned to you, or to generate artificial traffic spikes or mass-dialing events beyond your provisioned capacity, is prohibited and is a material breach.

3. Eligibility, Accounts, and Verification

3.1 Eligibility. You must be a legally formed business or a sole proprietor acting for business purposes, and the individuals registering must be at least 18 years old and authorized to act for the Customer.

3.2 Account security. We use magic-link (email-based) authentication. You are responsible for maintaining control of the email accounts and devices used to access the portal and APIs, for all activity under your account, and for keeping your contact and billing information accurate. Notify us promptly at [email protected] of any suspected unauthorized access.

3.3 Know Your Customer (KYC). Provisioning and continued use are conditioned on identity and business verification. You agree to provide accurate entity registration details, proof of address, beneficial-ownership and authorization information, and, for higher-risk Markets or verticals, additional documentation we reasonably request. We may refuse, delay, suspend, or terminate Services if verification is incomplete, fails, or if information later proves inaccurate. KYC is performed on an ongoing basis and may be repeated.

3.4 High-risk verticals. Certain verticals (including Forex, crypto, merchant cash advance, debt collection, and final expense) are subject to enhanced verification, dedicated Caller ID handling, and additional conditions described in the AUP and any Order. We may decline to serve, or cease serving, any vertical or use case at our discretion.

4. Your Compliance Obligations

4.1 Compliance with law. You are responsible for ensuring that your use of the Services complies with all applicable laws and regulations in every jurisdiction you call from or into, including without limitation the U.S. Telephone Consumer Protection Act (TCPA), the FTC Telemarketing Sales Rule (TSR), FCC and state regulations (including state mini-TCPA and "Do Not Call" laws), Canadian CRTC rules, the EU GDPR and ePrivacy rules, and all local telemarketing, consent, calling-time, caller-identification, recording-consent, and data-protection requirements.

4.2 Consent and Do-Not-Call. You represent that you have all consents, permissions, and lawful bases required to contact each End User by the method used, that you honor applicable do-not-call (DNC) and do-not-originate (DNO) registries and opt-out, revocation, and suppression requests promptly, and that you maintain records sufficient to demonstrate this—including opt-in source and lawful basis—for as long as required by law and for at least 24 months after the last campaign involving the record. UnlimCall does not provide consent, suppression, or do-not-call services, and provisioning of the Services is not advice that any particular calling activity is lawful.

4.3 Caller ID integrity. You may only display Caller ID (ANI) for numbers you own or are authorized to use, and you may not spoof, falsify, or manipulate Caller ID with intent to defraud, cause harm, or wrongfully obtain anything of value.

4.4 Recording. If you record calls, you are responsible for providing all notices and obtaining all consents required by the laws applicable to each party on the call (including one-party and two-party/all-party consent jurisdictions and EU requirements).

4.5 Acceptable Use. Your use must at all times comply with the AUP. Violations of the AUP are a material breach of this Agreement.

4.6 No Protected Health Information. Unless you have executed a separate Business Associate Agreement (BAA) with UnlimCall, you may not transmit Protected Health Information (PHI) as defined under HIPAA over the Services. Absent a BAA, UnlimCall does not act as a business associate and disclaims any obligation under HIPAA.

4.7 Indemnity tie-in. Your obligations in this Section are core to the Agreement and are backed by your indemnity in Section 13.

4.8 Messaging compliance. If you use messaging (SMS/MMS), you must comply with all applicable rules, including U.S. A2P 10DLC registration via The Campaign Registry (TCR), CTIA messaging guidelines, sender registration and campaign vetting, and opt-in/opt-out requirements. You acknowledge that downstream carriers and registries independently register, vet, rate-limit, filter, and may fine or block messaging traffic—including for high-risk content—regardless of UnlimCall's own acceptance of your account, and that such carrier-level actions are outside UnlimCall's control. You are responsible for completing all required registrations and for the consequences of non-compliant or unregistered traffic.

4.9 Artificial, AI, and prerecorded voice. Consistent with FCC Declaratory Ruling FCC 24-17, calls that use artificial-intelligence voice generation, voice cloning, or autonomous AI voice agents are treated as "artificial or prerecorded voice" calls under the TCPA. If you use UnlimCall's AI Agents, AI Receptionist, Voice Cloning, or any synthetic-voice feature for outbound calling, you are solely responsible for obtaining and retaining Prior Express Written Consent (PEWC) from each called party before the call where required by law, for providing the identification disclosures required at the start of the call, and for offering a compliant, automated opt-out mechanism. UnlimCall provides the technology; it does not obtain consent on your behalf.

4.10 Compliance audits and proof of consent. We may monitor calling patterns heuristically to detect abuse, and may at any time request evidence of your compliance with applicable telemarketing law. If you operate in a high-risk vertical (including but not limited to lead generation, merchant cash advance, solar, real estate, insurance, debt-related, and cryptocurrency campaigns), then upon our request you must provide proof of Prior Express Written Consent (PEWC) and Do-Not-Call (DNC) scrubbing records for the traffic in question within two (2) business days. Failure to produce valid consent and scrubbing records may result in immediate suspension of the affected campaigns or your account.

5. Numbers, Caller ID, and STIR/SHAKEN

5.1 Numbering and Caller ID. Numbers, Caller ID pools, and CNAM/caller-name features we make available are provisioned under UnlimCall's or our carrier partners' licenses and authorizations and are provided for your use during your subscription. You do not own these numbers. Except where number portability law grants you rights, numbers are not sold to you and remain subject to regulatory and carrier requirements. We may change, rotate, quarantine, reassign, port out, or reclaim a number in the event of your breach of this Agreement, prolonged account inactivity, low utilization, non-payment, reputation protection, or where required by downstream carriers, regulators, or numbering registries. We are not responsible for loss of goodwill, leads, or business value associated with any number.

5.2 STIR/SHAKEN. For U.S. and Canadian outbound calls, UnlimCall acts as an authorized signing provider. To receive full ("A-level") attestation you must only present numbers you own or are authorized to use and must meet the conditions in the AUP. We may apply lower attestation or decline to sign traffic that does not meet these conditions. Attestation level, Caller ID display, CNAM, spam labeling, and call completion are affected by parties outside our control, and we do not guarantee any particular attestation level, display name, answer rate, or completion outcome.

5.3 Traceback. You agree to cooperate fully with UnlimCall, the Federal Communications Commission (FCC), law enforcement, the Industry Traceback Group (ITG), and our carriers in investigating suspected illegal or fraudulent telecommunications traffic. When we relay a traceback request or fraud inquiry concerning your traffic, you must respond through our NOC with the information we request—including originating end-user details and proof of consent—within twenty-four (24) hours. Failure to respond within that window is a material breach of this Agreement and will result in immediate suspension, in addition to any attestation downgrade or termination.

5.4 Porting. Port-in and port-out are supported where permitted by law and the underlying carriers. We do not charge port-out fees. For port-in you must provide accurate LOA, CSR, account, PIN, and authorization information; porting may be delayed, rejected, or reversed for reasons outside our control, and you remain responsible for charges until porting and cancellation are complete. We may refuse or delay a port-out only where legally permitted and where your account has unpaid undisputed balances, suspected fraud, an unresolved ownership dispute, a regulatory hold, or invalid authorization.

6. Fees, Billing, and Taxes

6.1 Pricing. Fees are charged per Seat on a flat, recurring basis as shown in your Order and on our published pricing, plus any usage-based add-on fees and any one-off line items you order. Pricing is in U.S. dollars unless stated otherwise.

6.2 Payment. Recurring fees are billed in advance through our payment processor (Stripe). The first period's Seat fees are payable at signup. You authorize us and our processor to charge your payment method for all fees as they become due. You are responsible for keeping a valid payment method on file.

6.3 Commitment terms and renewal. Each Market has a commitment term selected at signup (typically 1 to 12 months depending on the Market and tier), shown in your Order. Unless you cancel before the end of the then-current term as described in Section 7, the subscription for that Market automatically renews for a successive term of equal length at the then-current rate.

6.4 Seat and Market changes. You may add or remove Seats, and add Markets, at any time; changes are billed pro-rata. Removing Seats or Markets does not shorten an existing commitment term for the affected subscription, and reductions take effect at the next renewal unless we agree otherwise.

6.5 Discounts. Volume, multi-market, and annual-prepay discounts apply automatically as described on our pricing page and are subject to the stated caps. Discounts apply to Seat fees only and not to one-off line items. Discounts may change for future terms.

6.6 Fair use, network protection, and traffic management. Flat-rate and Seat-based Service is for reasonable, genuine business calling consistent with your plan, market, number type, and approved use case. "Unlimited" does not mean infinite, abusive, unlawful, automated-spam, fraudulent, resale, traffic-pumping, or network-harming use. We may review traffic patterns and act where usage threatens network reputation, violates law or policy, harms carriers or recipients, creates abnormal cost or risk, or differs materially from the approved use case—signals include excessive short-duration calls, low answer-seizure ratio (ASR) or average call duration (ACD), high complaint or traceback rates, repeated abandoned calls, excessive attempts to the same recipient, unapproved predictive dialing, suspicious revenue-share destinations, and per-Seat usage far above reasonable business behavior. Available actions include alerting you, requesting records or a remediation plan, changing routing, throttling, limiting calls-per-second (CPS), limiting destinations or Caller ID rotation, requiring additional KYC or prepayment, migrating you to a different plan, or suspending or terminating Services. The AUP governs prohibited usage.

6.7 Taxes and regulatory fees. Telecommunications services are heavily taxed and assessed. Fees are exclusive of taxes, levies, and telecom/regulatory surcharges, including without limitation sales, use, excise, and value-added taxes, U.S. federal Universal Service Fund (USF) contributions, state and local telecom surcharges, E911/regulatory cost-recovery fees, and equivalent charges in other jurisdictions. You are responsible for all such amounts (other than taxes on our net income). Where we are required to collect them, they will be added to your invoice as separate line items. You are responsible for any reverse-charge or self-assessment obligations in your jurisdiction.

6.8 Late payment and chargebacks. If a payment fails or is overdue, we may suspend Services after notice, charge interest at the lower of 1.5% per month or the maximum permitted by law, and recover reasonable collection costs. Initiating a chargeback for fees properly owed is a breach and may result in suspension.

6.9 Disputes. Notify us of any good-faith billing dispute within 30 days of the invoice; undisputed amounts remain payable. Except as required by law or expressly stated, fees are non-refundable.

6.10 Carrier pass-through fines. Downstream carriers, regulators, and registries may levy fines, penalties, or surcharges as a result of traffic originating from your account (for example, for AUP violations, illegal robocalling, spoofing, or spam generation). You are strictly liable for any such amounts attributable to your traffic, and we may pass them through to you and charge your payment method, in addition to any other remedies. We will provide reasonable documentation of pass-through charges where available.

7. Term, Cancellation, and Termination

7.1 Term. This Agreement starts when you first accept it or use the Services and continues until all subscriptions are terminated.

7.2 Cancellation by you. You may cancel a Market subscription from the portal at any time. Cancellation stops the next renewal for that subscription; it takes effect at the end of the then-current commitment term. Cancelling before the term ends avoids auto-renewal and carries no termination fee or clawback, but does not entitle you to a refund of fees already paid for the current term except as required by law. There are no port-out fees.

7.3 Suspension or termination by us. We may suspend or terminate the Services, in whole or in part, immediately and without liability if: (a) you breach the AUP or these Terms; (b) we reasonably believe your traffic is fraudulent, illegal, or harmful to the network, other customers, or recipients; (c) a regulator, carrier, registry, or law-enforcement authority requires it; (d) your payment fails or KYC fails; or (e) required to protect the security, integrity, or reputation of the network. Where practicable and not legally or operationally prohibited, we will give notice and an opportunity to cure for non-urgent breaches.

7.4 Effect of termination. On termination, your right to use the affected Services ends, numbers may be reclaimed (subject to porting rights), and we may delete Customer Content after a reasonable period as described in the Privacy Policy and DPA. Sections that by their nature should survive (including fees accrued, IP, confidentiality, disclaimers, limitation of liability, indemnification, and governing law) survive termination.

7.5 Abuse-related termination. Where we terminate for fraud or AUP abuse, we may, to the extent permitted by law and as described in the AUP, withhold prepaid balances attributable to the abusive activity and report relevant details to carriers, registries, regulators, and authorities.

7.6 Immediate enforcement; no cure period for illegal traffic. Because illegal robocalling, Caller ID spoofing, and fraud cause immediate and often irreparable harm to the network, our carriers, and the public, the notice-and-opportunity-to-cure courtesy in Sections 7.3 and 16 does not apply to them. We may throttle, suspend, or terminate the Services without prior notice where we reasonably suspect that your traffic violates the AUP or the TRACED Act, is the subject of an unanswered traceback, or generates excessive complaints. Where we terminate for illegal robocalling, Caller ID spoofing, or fraud, you agree that we may withhold your then-current prepaid account balance as liquidated damages and to offset the administrative, investigative, remediation, chargeback, and carrier pass-through costs the abuse causes, and we have no obligation to refund it. This remedy is in addition to those in Sections 6.8, 6.10, and 7.5 and in the AUP.

8. Service Availability and Support

8.1 Availability. We work to provide a highly available, Tier-1-grade network. Any specific availability commitment (such as an uptime SLA) applies only if expressly stated in an Order or a separate written SLA. Absent that, the Services are provided on an "as available" basis. Current operational status is published at status.unlimcall.com.

8.2 Maintenance. We may perform scheduled and emergency maintenance and will use reasonable efforts to minimize disruption.

8.3 Support. Support is provided through the channels and at the levels described for your tier (for example, email at [email protected] and, where offered, priority channels). Emergency NOC and traceback handling is described in the AUP.

8.4 Beyond our control. Voice quality, deliverability, answer rates, spam-labeling by third parties, and call completion depend on factors outside our control, including downstream carriers, recipient devices and apps, your equipment, your dialer configuration, and your own calling behavior. We do not guarantee any specific answer rate, deliverability, or freedom from third-party spam labeling.

9. Customer Content, Data, and Privacy

9.1 Ownership. As between the parties, you own your Customer Content. You grant us the limited rights to host, process, transmit, route, and store Customer Content as needed to provide, secure, support, and bill the Services and to comply with law.

9.2 Privacy and data protection. Our handling of personal data is described in the Privacy Policy. For personal data we process on your behalf (such as CDRs, contact data, and call recordings you enable), we act as your processor under the DPA, which is incorporated into this Agreement for customers subject to GDPR or comparable laws. You are the controller of that data and are responsible for having a lawful basis to collect and process it and to instruct us to do so.

9.3 Recording, monitoring, transcription, and analysis. Call recording is opt-in per Market. Certain Services and AI Features may also support monitoring, transcription, summaries, sentiment or emotion analysis, supervisor listen/whisper/barge, call notes, or CRM logging. You are solely responsible for determining whether these features are lawful for your calls and for providing all notices and obtaining all consents required by applicable law. Standard SIP transport is not a recording service. Where enabled, recordings are stored in the region you select (EU recordings are stored in EU regions), with default retention of 90 days for portal access unless otherwise agreed. We do not use the content of your calls, recordings, transcripts, or voice samples to train AI or machine-learning models.

9.4 Aggregated/operational data. We may use de-identified, aggregated network and operational data (which does not identify you, your End Users, or call content) to operate, secure, and improve the Services and our network.

9.5 CPNI. Information about the type, technical configuration, destination, location, and amount of your use of the Services constitutes Customer Proprietary Network Information ("CPNI") under U.S. law (Section 222 of the Communications Act and FCC rules). We treat CPNI as confidential and use it only to provision, route, bill, support, and protect the Services and to prevent fraud, and we do not sell it. Our handling of CPNI and other personal data is described in the Privacy Policy.

9.6 Lawful access (CALEA). As an interconnected voice provider, UnlimCall is subject to lawful-interception and assistance obligations, including the Communications Assistance for Law Enforcement Act (CALEA) where applicable. We disclose data only as legally required—pursuant to a valid subpoena, court order, or lawful emergency/exigent request—and to cooperate with traceback and regulators as described in the AUP and Privacy Policy.

10. Intellectual Property

10.1 Our IP. UnlimCall and its licensors own all rights in the Services, software, network, documentation, portal, APIs, and the UnlimCall brand. We grant you a limited, non-exclusive, non-transferable, revocable right to use the Services during the term solely for your internal business use in accordance with the Agreement.

10.2 Restrictions. You may not (a) resell, sublicense, or provide the Services to third parties except under a written reseller or partner agreement with us; (b) reverse engineer, copy, or create derivative works of our software except as permitted by law; (c) remove proprietary notices; or (d) use the Services to build a competing service.

10.3 Feedback. If you give us feedback or suggestions, you grant us a perpetual, royalty-free right to use it without restriction.

11. Third-Party Services and Integrations

The Services interoperate with, and may rely on, third-party carriers, cloud and AI providers, payment and identity-verification providers, dialers, CRMs, softphones, calendar and email providers, and other platforms that you choose. We are not responsible for third-party products, their availability, or their terms. If you connect a third-party account (for example, Google, Microsoft, Salesforce, HubSpot, Zoho, GoHighLevel, or Pipedrive), you represent that you have authority to do so and that the integration use is lawful, you are responsible for managing and revoking permissions, and you authorize us to exchange data with that service as needed to operate the integration. Your use of third-party products is governed by their own terms.

12. Warranties and Disclaimers

12.1 Mutual. Each party represents that it has the authority to enter into this Agreement.

12.2 Disclaimer. EXCEPT AS EXPRESSLY STATED IN THE AGREEMENT, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, UNLIMCALL DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT CALLS WILL BE COMPLETED, ANSWERED, OR FREE OF THIRD-PARTY SPAM LABELING. UNLIMCALL DOES NOT WARRANT THAT YOUR USE OF THE SERVICES WILL COMPLY WITH LAWS APPLICABLE TO YOUR CALLING ACTIVITY; THAT IS YOUR RESPONSIBILITY.

12.3 Emergency calling (911/E911 — important). THE SERVICES ARE OUTBOUND BUSINESS CALLING AND SIP SERVICES AND ARE NOT A REPLACEMENT FOR TRADITIONAL TELEPHONE SERVICE. THEY ARE NOT DESIGNED OR GUARANTEED TO SUPPORT EMERGENCY CALLING (911/E911 in the U.S./Canada, or 112/999/000 and equivalents elsewhere). You must not rely on the Services for emergency communications, you must inform all of your users and End Users of this limitation, and you must maintain an alternative means of placing emergency calls. To the maximum extent permitted by law, UnlimCall disclaims all liability relating to the inability to place emergency calls through the Services.

13. Indemnification

13.1 By you. You will defend, indemnify, and hold harmless UnlimCall, its affiliates, its underlying and downstream carriers, and their respective officers, employees, and agents from and against any claims, fines, penalties, losses, damages, liabilities, and reasonable costs (including legal fees) arising out of or relating to: (a) your use of the Services; (b) your calling activity, content, scripts, contact data, and consents (or lack of them); (c) your violation of the AUP or applicable law (including TCPA, TSR, telemarketing, consent, caller-ID, recording, and data-protection laws); (d) Caller ID you present; (e) your Customer Content; (f) toll fraud, unauthorized access, or spoofing originating from your account or credentials; or (g) claims by your End Users or recipients of your calls. This is a primary obligation given the nature of the Services.

13.2 By us. We will defend you against third-party claims that the Services, as provided by us and used in accordance with the Agreement, infringe that third party's intellectual property rights, and will pay resulting costs finally awarded, excluding claims arising from your content, your configuration, your combinations with third-party products, or your calling activity.

13.3 Procedure. The indemnified party must give prompt notice, allow the indemnifying party to control the defense, and reasonably cooperate. No settlement imposing liability or admission on the indemnified party may be made without its consent.

14. Limitation of Liability

14.1 Exclusion. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL, OR DATA, ARISING OUT OF OR RELATED TO THE AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY.

14.2 Cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE AGREEMENT WILL NOT EXCEED THE FEES YOU PAID TO UNLIMCALL FOR THE SERVICES IN THE 3 MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

14.3 Exceptions. The exclusions and cap do not apply to your payment obligations, your indemnification obligations, your breach of the AUP, amounts arising from your unlawful calling activity, or either party's liability that cannot be limited under applicable law.

15. Confidentiality

Each party may receive confidential information of the other. The receiving party will use it only to perform under the Agreement, protect it with reasonable care, and not disclose it except to personnel and advisors who need it and are bound by confidentiality, or as required by law (with notice where lawful). This does not apply to information that is public, independently developed, or rightfully received from a third party.

16. Changes to These Terms

We may update these Terms. For material changes, we will provide reasonable notice (for example, by email or portal notice) before they take effect. Changes apply prospectively. If you do not agree to a material change, your remedy is to stop using and cancel the affected Services in accordance with Section 7; continued use after the effective date constitutes acceptance.

17. Governing Law and Disputes

17.1 Governing law. This Agreement is governed by the laws of the State of Delaware, USA, without regard to its conflict-of-laws rules. The U.N. Convention on Contracts for the International Sale of Goods does not apply.

17.2 Informal resolution. Before filing a claim, the parties will attempt in good faith to resolve any dispute through their contacts for at least 30 days after written notice.

17.3 Binding arbitration and venue. Any dispute arising out of or relating to this Agreement that is not resolved informally will be finally resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, seated in New Castle County, Delaware. Judgment on the award may be entered in any court of competent jurisdiction. Either party may seek injunctive or other equitable relief in the Delaware courts for infringement or misuse of intellectual property or unauthorized access pending arbitration. Each party consents to personal jurisdiction and venue in New Castle County, Delaware for that purpose.

17.4 Jury and class-action waiver. To the maximum extent permitted by law, each party waives any right to a jury trial, and disputes may be brought only in an individual capacity and not as a plaintiff or class member in any purported class, consolidated, or representative proceeding.

18. General

18.1 Assignment. You may not assign the Agreement without our consent, except to a successor in a merger or sale of substantially all assets that is not a competitor and that assumes these Terms. We may assign to an affiliate or in connection with a merger, financing, or sale.

18.2 Entire agreement. The Agreement is the entire agreement between the parties on its subject and supersedes prior agreements. If there is a conflict, the order of precedence is: a signed Order or master agreement, then the DPA, then these Terms, then the AUP and Privacy Policy.

18.3 Severability and waiver. If any provision is unenforceable, the rest remains in effect. A failure to enforce a provision is not a waiver.

18.4 Notices. Legal notices to UnlimCall must be sent to [email protected] and to UnlimCall LLC, 131 Continental Dr, Suite 305, Newark, DE 19713, USA. We may give notice to you via the email or portal contact on your account.

18.5 Force majeure. Neither party is liable for failure or delay caused by events beyond its reasonable control (including carrier outages, regulator or registry action, network attacks, internet failures, acts of government, and natural events). This does not excuse payment obligations.

18.6 Export and sanctions. You represent that you and your End-User targeting comply with applicable export-control and sanctions laws and that you are not located in, or targeting, embargoed jurisdictions or sanctioned persons.

18.7 Independent contractors. The parties are independent contractors. Nothing creates a partnership, agency, or joint venture.

19. Contact

UnlimCall LLC 131 Continental Dr, Suite 305 Newark, DE 19713, USA

• General: [email protected]
• Legal: [email protected]
• Abuse: [email protected]
• Security: [email protected]
• Status: status.unlimcall.com