Terms of Service

1. DEFINITIONS

• 1.1 "Agent" means an AI-powered virtual representative configured by Customer within the Service to conduct product demonstrations.
• 1.2 "Customer Content" means any data, materials, recordings, documentation, playbooks, credentials, or other content that Customer uploads, submits, or otherwise provides to the Service.
• 1.3 "Customer Data" means any data collected, generated, or processed through Customer's use of the Service, including session recordings, transcripts, extractions, and analytics.
• 1.4 "Demonstration Session" or "Demo Session" means an interactive video session during which an Agent presents Customer's product to a Prospect.
• 1.5 "Prospect" means any third party who participates in a Demonstration Session initiated through Customer's use of the Service.
• 1.6 "Subscription" means Customer's paid access to the Service pursuant to a selected plan.

2. ELIGIBILITY AND ACCOUNT REGISTRATION

• 2.1 Age Requirement. The Service is intended solely for users who are eighteen (18) years of age or older. By using the Service, you represent and warrant that you are at least eighteen (18) years of age. If you are under eighteen (18) years of age, you are expressly prohibited from using the Service.
• 2.2 Business Use. The Service is designed for business-to-business use. By using the Service, you represent that you are using it on behalf of a business entity and for commercial purposes.
• 2.3 Account Registration. To access the Service, you must register for an account by providing accurate, current, and complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.
• 2.4 Account Security. You agree to immediately notify Company of any unauthorized use of your account or any other breach of security. Company shall not be liable for any loss or damage arising from your failure to protect your account credentials.

3. DESCRIPTION OF SERVICE

• 3.1 Service Overview. Rep is an AI-powered platform that enables Customers to create and deploy virtual Agents capable of conducting live, interactive product demonstrations via video call. The Service includes, but is not limited to:
  • AI Agent creation and configuration;
  • Training capabilities through live sessions, recording uploads, and manual content entry;
  • Live video demonstration sessions with screen sharing and voice interaction;
  • Session recording, transcription, and analytics;
  • Knowledge base management; and
  • Integration with Customer's products via provided credentials.
• 3.2 Third-Party Services. The Service may integrate with or rely upon third-party services, platforms, and technologies. Customer acknowledges that the availability and performance of such third-party services are outside Company's control, and Company shall not be liable for any interruption, modification, or discontinuation of such third-party services.
• 3.3 Beta Features. Company may offer certain features designated as "beta," "preview," "early access," or similar designations. Such features are provided "as-is" without warranty and may be modified or discontinued at any time without notice.

4. CUSTOMER OBLIGATIONS AND RESPONSIBILITIES

• 4.1 Lawful Use. Customer agrees to use the Service only for lawful purposes and in compliance with all applicable laws, regulations, and third-party rights.
• 4.2 Prohibited Conduct. Customer shall not, and shall not permit any third party to:
  • Use the Service to conduct demonstrations of products or services that are illegal, fraudulent, or deceptive;
  • Misrepresent the nature of the AI Agent to Prospects in a manner that constitutes fraud or deception under applicable law;
  • Use the Service to collect, store, or process personal data in violation of applicable privacy laws;
  • Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service;
  • Interfere with or disrupt the integrity or performance of the Service;
  • Attempt to gain unauthorized access to the Service or its related systems;
  • Use the Service to transmit malware, viruses, or other malicious code;
  • Resell, sublicense, or otherwise make the Service available to third parties except as expressly permitted; or
  • Use the Service in any manner that could damage, disable, or impair the Service.
• 4.3 Demo Credentials. Customer is solely responsible for any credentials provided to the Service for demonstration purposes. Customer represents and warrants that it has all necessary rights and authorizations to provide such credentials and to permit the Service to access Customer's products using such credentials.
• 4.4 Prospect Consent. Customer is solely responsible for ensuring that Prospects are aware they are interacting with an AI-powered Agent and for obtaining any necessary consents from Prospects, including consent to recording where required by applicable law.
• 4.5 Content Accuracy. Customer is solely responsible for the accuracy, completeness, and legality of all Customer Content provided to the Service, including training materials, playbooks, and knowledge base content.

5. INTELLECTUAL PROPERTY RIGHTS

• 5.1 Company Ownership. Company retains all right, title, and interest in and to the Service, including all software, technology, algorithms, models, interfaces, and documentation, and all intellectual property rights therein. These Terms do not grant Customer any rights to Company's intellectual property except the limited license to use the Service as expressly set forth herein.
• 5.2 Customer Ownership. As between Company and Customer, Customer retains all right, title, and interest in and to Customer Content and Customer Data. Nothing in these Terms shall be construed to transfer ownership of Customer Content or Customer Data to Company.
• 5.3 License to Company. Customer grants Company a non-exclusive, worldwide, royalty-free license to use, reproduce, modify, and process Customer Content and Customer Data solely as necessary to:
  • Provide, maintain, and improve the Service;
  • Develop and enhance Company's products, services, and technologies; and
  • Generate aggregated, anonymized, or de-identified data and insights that do not identify Customer or any individual.
• 5.4 Aggregated Data. Company may collect and use aggregated, anonymized, or de-identified data derived from Customer's use of the Service for any lawful business purpose, including product improvement, research, and analytics. Such aggregated data shall not identify Customer, Customer's business, or any individual.
• 5.5 Feedback. If Customer provides any suggestions, ideas, enhancement requests, or other feedback regarding the Service ("Feedback"), Customer hereby assigns to Company all right, title, and interest in and to such Feedback, and Company may use such Feedback without restriction or obligation to Customer.

6. FEES AND PAYMENT

• 6.1 Subscription Fees. Customer agrees to pay all fees associated with Customer's selected Subscription plan in accordance with the pricing and payment terms presented at the time of purchase or as otherwise agreed in writing.
• 6.2 Payment Terms. Unless otherwise specified, fees are due in advance and are non-refundable except as expressly set forth herein. Customer authorizes Company to charge Customer's designated payment method for all applicable fees.
• 6.3 Taxes. All fees are exclusive of taxes. Customer is responsible for all applicable taxes, levies, or duties imposed by taxing authorities, excluding taxes based on Company's net income.
• 6.4 Price Changes. Company reserves the right to modify its pricing at any time. Any price changes will be effective upon the commencement of Customer's next Subscription renewal period, and Company will provide reasonable advance notice of such changes.
• 6.5 Refunds. Refund requests will be evaluated on a case-by-case basis at Company's sole discretion. Company is under no obligation to provide refunds except as required by applicable law.
• 6.6 Late Payments. Any amounts not paid when due shall accrue interest at the rate of one and one-half percent (1.5%) per month, or the maximum rate permitted by applicable law, whichever is less.

7. TERM AND TERMINATION

• 7.1 Term. These Terms commence upon Customer's acceptance and continue until terminated in accordance with this Section.
• 7.2 Termination by Customer. Customer may terminate these Terms at any time by closing Customer's account through the Service or by providing written notice to Company.
• 7.3 Termination by Company. Company may terminate or suspend Customer's access to the Service immediately, without prior notice or liability, for any reason, including:
  • Customer's breach of these Terms;
  • Customer's failure to pay fees when due;
  • Conduct that Company reasonably believes is harmful to other users, third parties, or the business interests of Company; or
  • Upon request by law enforcement or government agencies.
• 7.4 Effect of Termination. Upon termination:
  • Customer's right to access and use the Service shall immediately cease;
  • Company shall have no obligation to maintain or provide any Customer Content or Customer Data;
  • Company will delete Customer Content and Customer Data within thirty (30) days following termination, unless retention is required by applicable law; and
  • Any provisions of these Terms that by their nature should survive termination shall survive, including Sections 5 (Intellectual Property), 8 (Disclaimers), 9 (Limitation of Liability), 10 (Indemnification), and 12 (Dispute Resolution).
• 7.5 Data Export. Prior to termination, Customer may request export of Customer Data in a standard format. Company will use commercially reasonable efforts to accommodate such requests.

8. DISCLAIMERS

• 8.1 "AS IS" BASIS. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
• 8.2 NO GUARANTEE OF RESULTS. COMPANY DOES NOT WARRANT THAT THE SERVICE WILL MEET CUSTOMER'S REQUIREMENTS, THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR THAT ANY RESULTS OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE, RELIABLE, OR COMPLETE.
• 8.3 AI LIMITATIONS. CUSTOMER ACKNOWLEDGES THAT THE SERVICE UTILIZES ARTIFICIAL INTELLIGENCE TECHNOLOGIES THAT MAY PRODUCE INACCURATE, INCOMPLETE, OR INAPPROPRIATE OUTPUTS. COMPANY DOES NOT WARRANT THE ACCURACY, RELIABILITY, OR APPROPRIATENESS OF ANY AI-GENERATED CONTENT, RESPONSES, OR ACTIONS.
• 8.4 THIRD-PARTY SERVICES. COMPANY DISCLAIMS ALL LIABILITY ARISING FROM OR RELATED TO THIRD-PARTY SERVICES, INCLUDING ANY INTERRUPTION, MODIFICATION, OR DISCONTINUATION THEREOF.
• 8.5 PROSPECT INTERACTIONS. COMPANY IS NOT RESPONSIBLE FOR THE OUTCOME OF ANY DEMONSTRATION SESSIONS OR ANY DECISIONS MADE BY PROSPECTS BASED ON SUCH SESSIONS. CUSTOMER IS SOLELY RESPONSIBLE FOR THE CONTENT AND ACCURACY OF DEMONSTRATIONS.

9. LIMITATION OF LIABILITY

• 9.1 EXCLUSION OF DAMAGES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL COMPANY, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR WHETHER COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
• 9.2 LIMITATION ON LIABILITY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL CUMULATIVE LIABILITY OF COMPANY AND ITS AFFILIATES ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID BY CUSTOMER TO COMPANY DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED UNITED STATES DOLLARS (USD $100).
• 9.3 BASIS OF THE BARGAIN. CUSTOMER ACKNOWLEDGES THAT THE LIMITATIONS OF LIABILITY IN THIS SECTION REFLECT A REASONABLE ALLOCATION OF RISK AND ARE A FUNDAMENTAL BASIS OF THE BARGAIN BETWEEN THE PARTIES.
• 9.4 JURISDICTIONAL LIMITATIONS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IN SUCH JURISDICTIONS, THE LIABILITY OF COMPANY SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.

10. INDEMNIFICATION

• 10.1 Customer Indemnification. Customer agrees to indemnify, defend, and hold harmless Company and its affiliates, officers, directors, employees, agents, suppliers, and licensors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:
  • Customer's use of the Service;
  • Customer Content or Customer Data;
  • Customer's breach of these Terms;
  • Customer's violation of any applicable law or regulation;
  • Customer's violation of any third-party rights, including intellectual property rights or privacy rights;
  • Any Demonstration Session conducted through Customer's account; or
  • Any dispute between Customer and any Prospect.
• 10.2 Indemnification Procedure. Company shall promptly notify Customer of any claim subject to indemnification and shall provide reasonable cooperation in the defense thereof. Customer shall not settle any claim without Company's prior written consent if such settlement would impose any obligation or liability on Company.

11. CONFIDENTIALITY

• 11.1 Definition. "Confidential Information" means any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.
• 11.2 Obligations. Each party agrees to:
  • Protect the other party's Confidential Information using at least the same degree of care it uses to protect its own confidential information, but no less than reasonable care; and
  • Not disclose such Confidential Information to any third party except as necessary to perform its obligations under these Terms.
• 11.3 Exclusions. Confidential Information does not include information that:
  • Is or becomes publicly known through no fault of the receiving party;
  • Was rightfully in the receiving party's possession prior to disclosure;
  • Is independently developed by the receiving party without use of the disclosing party's Confidential Information; or
  • Is rightfully obtained from a third party without restriction.

12. DISPUTE RESOLUTION

• 12.1 Informal Resolution. Prior to initiating any formal dispute resolution proceeding, the parties agree to first attempt to resolve any dispute informally by contacting the other party and negotiating in good faith for a period of at least thirty (30) days.
• 12.2 Binding Arbitration. Any dispute, controversy, or claim arising out of or relating to these Terms or the Service that cannot be resolved through informal negotiation shall be resolved exclusively through binding arbitration administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules.
• 12.3 Arbitration Procedures. The arbitration shall be conducted by a single arbitrator selected in accordance with AAA rules. The arbitration shall be held in Wilmington, Delaware, or at another mutually agreed location. The arbitrator's decision shall be final and binding, and judgment on the award may be entered in any court of competent jurisdiction.
• 12.4 Class Action Waiver. CUSTOMER AGREES THAT ANY DISPUTE RESOLUTION PROCEEDING SHALL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. CUSTOMER HEREBY WAIVES ANY RIGHT TO PARTICIPATE IN A CLASS ACTION OR CLASS-WIDE ARBITRATION.
• 12.5 Exceptions. Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights or Confidential Information.

13. GOVERNING LAW

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles. Subject to the arbitration provisions herein, any legal action or proceeding arising under these Terms shall be brought exclusively in the federal or state courts located in Delaware.

14. GENERAL PROVISIONS

• 14.1 Entire Agreement. These Terms, together with any applicable order forms or policies incorporated by reference, constitute the entire agreement between Customer and Company regarding the Service and supersede all prior agreements, understandings, and communications.
• 14.2 Amendment. Company reserves the right to modify these Terms at any time. Material changes will be communicated to Customer via email or through the Service. Continued use of the Service following such notice constitutes acceptance of the modified Terms.
• 14.3 Waiver. No failure or delay by either party in exercising any right or remedy shall operate as a waiver thereof. Any waiver must be in writing and signed by the waiving party.
• 14.4 Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable, and the remaining provisions shall continue in full force and effect.
• 14.5 Assignment. Customer may not assign or transfer these Terms or any rights hereunder without Company's prior written consent. Company may assign these Terms without restriction. Any attempted assignment in violation of this Section shall be void.
• 14.6 Notices. All notices under these Terms shall be in writing and shall be deemed given when delivered personally, sent by confirmed email, or sent by certified mail to the addresses specified in Customer's account or to privacy@meetrep.ai for notices to Company.
• 14.7 Independent Contractors. The relationship between Company and Customer is that of independent contractors. Nothing in these Terms shall be construed to create a partnership, joint venture, employment, or agency relationship.
• 14.8 Force Majeure. Neither party shall be liable for any delay or failure to perform resulting from causes outside its reasonable control, including acts of God, natural disasters, war, terrorism, labor disputes, government actions, or internet service disruptions.
• 14.9 Third-Party Beneficiaries. These Terms do not create any third-party beneficiary rights except as expressly provided herein.

15. CONTACT INFORMATION

For questions regarding these Terms of Service, please contact:

GoCustomer, Inc.
Email: privacy@meetrep.ai