Terms of Service

1. The agreement

These Terms of Service (the "Terms") form a binding agreement between AmiFi LLC, a California limited liability company ("AmiFi", "we", "us" or "our"), and the person or entity accepting them ("Customer" or "you"), governing all access to and use of the BusyTel service described below.

You accept these Terms by creating an account, by submitting an order, by providing a telephone number for verification, or by using the Service, whichever occurs first. If you do not accept them, do not use the Service.

You represent that you are at least 18 years of age and have the legal capacity to enter into these Terms. If you accept them on behalf of a business or other entity, you represent that you are authorised to bind that entity, and "Customer" and "you" refer to that entity.

Our collection and use of personal information is governed by the Privacy Policy, which is incorporated into these Terms by reference and forms part of this agreement.

2. Definitions

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

• "Service" means BusyTel: the telephone number we assign or host for you, the automated assistant that answers calls placed to it, the text messages the Service sends and receives, the websites and applications through which the Service is administered, and any related software or documentation we make available.
• "Assistant" means the automated call-answering system that greets a Caller, collects the reason for the call, produces a summary and an urgency assessment, and connects the call to you where you accept it.
• "BusyTel Number" means a telephone number assigned to you by us, or ported by you onto the Service, and administered by us on your behalf.
• "Customer Number" means a telephone number that you hold with your own carrier and that is not administered by us, including a number you forward to a BusyTel Number on no answer or otherwise.
• "Caller" means a person who places a call to, or sends a message to, a BusyTel Number.
• "Application" means the BusyTel mobile application and the account pages of the BusyTel website, through which calls are presented to you and the Service is administered.
• "Content" means the recordings, transcripts, summaries, urgency assessments, call metadata and text messages generated by or passing through the Service in connection with your account.
• "Authorised Number" means a telephone number you have added to your account and whose possession has been verified in accordance with section 4.
• "Billing Period" means the period for which your plan's included calls are counted and its charges for additional calls are invoiced, being one month whether your plan is billed monthly or annually.
• "Credit" means the prepaid balance held on your account and applied to charges for additional calls, whether purchased by you ("Purchased Credit") or granted by us without charge ("Promotional Credit").
• "Third-Party Provider" means any third party on whose services the Service depends, including telecommunications carriers and their intermediaries, cloud infrastructure providers, speech recognition, language model and speech synthesis providers, messaging platform providers and payment processors.

3. The Service

The Service answers calls placed to a BusyTel Number using the Assistant, which greets the Caller, collects the Caller's identity and reason for calling, and produces a summary and an urgency assessment. We then present the call to the person on your account designated to take calls, through the Application. If that person accepts within the applicable window, we attempt to connect the call to them. If they decline, or do not respond within that window, the Caller is informed that the business will follow up, in identical terms in either case. Each call produces a record accessible to you for the period applicable to your plan.

3.1 Screening and spam reports

The Service screens incoming calls against number reputation data and automated detection before the Assistant engages. Screening is probabilistic. It will screen some legitimate calls and it will fail to screen some unwanted calls, and we make no representation as to its accuracy.

Where you report a call as spam, the report contributes the calling number to a reputation dataset used to screen calls across all accounts, and you grant us the right to use your reports for that purpose. No individual report causes a number to be blocked across the Service; a system-wide block requires corroborating reports from separate accounts and human review.

A call you report as spam is credited back against your included calls, subject to limits we set and may change from time to time. Those limits may include a maximum number of calls credited in any Billing Period and a maximum duration of conversation between you and the Caller, beyond which a call is not treated as spam for billing purposes. No credit is given for a call answered in a Billing Period that has already been invoiced.

3.2 What the Service is not

• The Service is not an emergency service. A BusyTel Number does not originate calls and cannot be used to contact 911 or any other emergency service. You must maintain a separate means of contacting emergency services at all times.
• The Service is not a guarantee that any call will be answered, screened, classified correctly, summarised accurately or connected to you.
• The Service is not a replacement for a Customer Number unless you elect to port that number onto the Service under section 10.
• The Service is not a telephone line from which you may originate calls or marketing messages.

4. Your account and Authorised Numbers

No telephone number receives calls or messages from the Service until possession of that number has been verified. That applies to the number you provide at signup and to every number added afterwards.

• You may add a number only where you are entitled to do so and the person in possession of the handset has agreed to receive calls and messages from the Service on it. You are responsible for obtaining that agreement and for any claim arising from its absence.
• Any person in possession of an Authorised Number can accept a call, and thereby cause a call to be connected to that handset. You are responsible for the security of each Authorised Number and must remove one promptly when it should no longer have access.
• You are responsible for all activity on your account, including activity by the users you add, and for keeping your account and billing details accurate and current.
• Your plan includes access for the number of people published on the pricing page. Access for additional people is purchased in advance as additional places on your plan, at the rate published on the pricing page for your plan and term. A place purchased during a Billing Period is charged on purchase for the remainder of that period, and every place is charged at each renewal until you remove it. Removing a place takes effect from your next renewal and is not refunded. A plan that does not offer additional places cannot have them added.

5. The messaging program

Calls are presented to you through the Application, not by text message. The Service sends text messages for the purposes set out in this section, and you should read it before providing a telephone number.

5.1 Messages sent to you

• A six digit verification code, when a number is provided, when you log in by text message, and when you confirm a change to your account.
• A message stating your BusyTel Number, when it is first assigned.
• Account, billing and service notices, sent by text message only where the notice could not be delivered to you through the Application or by email.
• Product and marketing messages, only where you have separately opted in, sent from a different number under a separate program.

5.2 Messages sent to others

• A person whose telephone number you add to your account receives one message stating that they were added and where to obtain the Application, and receives the verification codes in section 5.1 when they use it.
• A person who has asked us not to contact their number may request a replacement link with which to record that request, which is sent to that number.
• The Service does not currently send text messages to Callers in connection with a call.

5.3 Frequency and cost

Message frequency varies, and depends on how your account is used. You should expect messages when you sign up, when you log in by text message, when you add a person to your account, and occasionally where an account notice cannot reach you otherwise. Message and data rates from your wireless carrier may apply to messages you send and receive. We do not charge you for individual messages.

5.4 Stopping messages

• Reply STOP to any message and that number will receive no further messages under the program it was sent from.
• Replying STOP prevents us from sending verification codes and account notices to that number by text message. You may be unable to log in by text message, or to receive an account notice that could not reach you otherwise, until messages are resumed.
• The opt-out is held by the wireless carriers and can be cleared only by a message sent from the handset that set it. To resume messages, text START to the same number the messages were sent from. We cannot clear it on your behalf, and logging in to your account does not clear it.
• Product and marketing messages are sent from a separate number under a separate program, and replying STOP to that number has no effect on any other message.
• Any person who replies STOP will receive no further messages from that number, and that instruction is honoured irrespective of the account associated with it.

5.5 Help

Reply HELP to any message to receive our contact details, or write to support@busytel.com at any time.

5.6 Delivery and carriers

Carriers are not liable for delayed or undelivered messages. Message delivery depends on networks and platforms that neither party controls, and messages and notifications to the Application may be delayed, reordered, filtered, duplicated or not delivered at all. You are responsible for monitoring your call history and your account rather than relying on the receipt of any message or notification.

5.7 Consent

The messages described in section 5.1, other than product and marketing messages, are part of how the Service is delivered and administered, and consent to receive them is a term of the Service rather than a separate election. Product and marketing messages are optional and are never a condition of purchase. Our handling of the telephone numbers involved, including that no mobile information is shared with third parties or affiliates for marketing or promotional purposes, is set out in the Privacy Policy.

6. Recording of calls

Every call the Assistant answers is recorded and transcribed. The Assistant discloses this to the Caller at the start of the call, before any information is collected. That disclosure is a fixed part of the call flow and cannot be disabled, as recording without it is unlawful in jurisdictions requiring the consent of all parties.

Your use of a recording after the call is your responsibility. Laws in your jurisdiction may restrict the disclosure, publication or evidentiary use of a recording, and you are responsible for compliance with them.

7. Content, and the licence you grant

As between you and AmiFi, you retain all right, title and interest in your Content. We claim no ownership of your calls, your customer information or your business records.

You grant AmiFi a non-exclusive, worldwide, royalty-free, sublicensable licence to host, store, reproduce, transmit, process, analyse and create derivative works from your Content, for the purpose of operating, securing, supporting and improving the Service. Improving the Service expressly includes training, fine-tuning, evaluating and benchmarking the automated systems underlying the Assistant, the screening of calls, the classification of urgency and the generation of summaries.

The licence in the preceding paragraph survives termination of this agreement to the extent necessary to permit continued use of systems already trained. Deletion of Content removes it from your call history and from any subsequent training, and does not and cannot remove its contribution from a system already trained on it.

We do not sell your Content and we do not make it available to any third party for the purpose of developing that party's own products. What we train on, and what a Caller is told, is set out in the Privacy Policy.

8. Fees and billing

You select a plan at signup and pay for it in advance, monthly or annually. The fees for each plan, the calls it includes and the rate for additional calls are published on the pricing page, and those published figures are the fees you agree to pay.

• A call is counted when the Assistant answers it, against the calls your plan includes in the Billing Period in which it is answered. A call screened before the Assistant engages is not counted, and a call you report as spam is credited back as set out in section 3.1.
• Calls in excess of your included calls are charged at your plan's rate for additional calls and are paid from Credit. Charges for a Billing Period are invoiced at its end, and Credit is applied to them when that invoice is issued. No plan changes automatically.
• You purchase Credit in advance, in your account or by automatic recharge. Where automatic recharge is on, you authorise us to purchase Credit in the amount shown in your account, charged to the payment method on file, each time your Credit falls below the threshold shown in your account. You may change either figure, or turn automatic recharge off, at any time in your account.
• Credit does not expire while your account is open, has no cash value except as set out below, and is not transferable.
• If your included calls for a Billing Period are used and your Credit is exhausted, and automatic recharge is off or the payment method on file declines it, the Service stops answering calls placed to your BusyTel Number until Credit is added. We will notify you when your Credit runs low and when an automatic recharge is declined.
• Payment is processed by our payment processor. You authorise us to charge the payment method on file for all fees due. If payment for a renewal fails, we will notify you, and the Service continues to answer calls within your remaining included calls for a grace period, the end of which is stated in that notice and in your account. If the renewal remains unpaid when the grace period ends, the Service is suspended until it is paid. Where a renewal falls due during a suspension, restoring the Service begins a new term, charged when you restore it.
• Fees are exclusive of taxes. You are responsible for any sales, use or similar taxes, other than taxes on our income.
• Fees are non-refundable except as expressly stated in these Terms or as required by law. When your account closes, Purchased Credit you have not used is refunded to the payment method from which it was purchased, after it has been applied to charges for calls answered before closure. Promotional Credit is not refunded.

9. Term, renewal and price changes

Your plan renews automatically at the end of each term, monthly or annually as applicable, and continues to renew until cancelled. We charge the payment method on file at the commencement of each renewal term.

• You may cancel at any time in your account. Cancellation takes effect at the end of the term then in progress, the Service continues until that date, and your account closes on it. You may withdraw a cancellation in your account at any time before it takes effect. Fees already paid for your plan are not refunded on cancellation.
• Where a renewal is unpaid when you cancel, cancellation takes effect immediately, the unpaid renewal is cancelled rather than charged, and your account closes on that date.
• You may change your plan or term at any time in your account, except while a cancellation is pending. A change takes effect immediately, and the difference for the remainder of the term then in progress is charged or credited on the day it is made. A change to a plan that includes fewer people than are on your account is not available until the excess are removed.
• An annual plan is fixed for its term unless you change it. The price, the included call allowance and the rate for additional calls all hold for the full twelve months, and the plan renews at the rates then in force.
• A monthly plan is contracted month to month, and its rates may change from one billing cycle to the next.
• We do not maintain legacy pricing for existing customers. We will give notice before a change to monthly rates takes effect, and before an annual term renews on terms differing from those you purchased.
• Where we terminate your account other than for your breach or non-payment, we will refund the unused portion of the term you have paid for.

10. Telephone numbers

The treatment of a telephone number depends on whether it is a Customer Number or a BusyTel Number, and the distinction determines every answer in this section.

10.1 Customer Numbers

A Customer Number remains with your own carrier at all times. We do not hold it, administer it, port it or bill for it, we cannot transfer or lose it, and nothing in this section applies to it. Where you forward a Customer Number to a BusyTel Number, whether on no answer or unconditionally, that forwarding is a configuration of your own carrier's service, and disabling it returns your calls to their previous behaviour.

10.2 BusyTel Numbers

A BusyTel Number is administered by us on your behalf. A number you port onto the Service becomes a BusyTel Number on completion of the port and is treated as such from that date. Subject to this section, a BusyTel Number may be ported away by you at any time, and we do not charge a fee for a port away.

• A port is initiated by you with the carrier you are moving to, and that carrier submits the request to our messaging platform provider. We do not initiate ports and we cannot transfer a number to another carrier on your instruction alone.
• Ports take weeks rather than days, and can be rejected for reasons outside our control, including a mismatch with the records of either carrier. To port a number, write to support and we will provide the account details the receiving carrier requires. You should initiate a port while your account is open, or during the holding period that follows its closure.
• When your account closes, each BusyTel Number remains assigned to it for a holding period of not less than 30 days, during which you may port it away, and is then released. Once released, the number returns to the underlying carrier and may be reassigned to another subscriber. We cannot recover a released number, cannot determine whether or when it has been reassigned, and do not monitor its status on your behalf.
• We do not warrant that any particular number is portable, or that a port will complete within any period.

11. Acceptable use

You must not use the Service, and must not permit any person to use the Service, to do any of the following.

• Violate any applicable law or regulation, including the Telephone Consumer Protection Act, state telemarketing and recording statutes, and the requirements of the wireless carriers.
• Send or cause to be sent any message to a person who has not consented to receive it, including telemarketing, bulk or automated messaging.
• Add to your account a telephone number you are not entitled to add, or one whose holder has not agreed to receive calls and messages from the Service.
• Transmit or solicit content prohibited by the wireless carriers, including sexual content, hate speech, and content promoting alcohol, firearms, tobacco, cannabis or controlled substances.
• Engage in phishing, fraud, impersonation, or any deceptive or misleading scheme.
• Resell, sublicense, white-label or otherwise make the Service available to any third party, except as expressly permitted in writing by us.
• Scrape, probe, load test, reverse engineer, decompile or attempt to circumvent any limit, security measure or authentication mechanism of the Service, except to the extent applicable law prohibits that restriction.
• Record any person where recording that person is unlawful.

We may suspend or terminate your account for breach of this section. Where use of the Service places our telephone numbers, our messaging registrations or the deliverability of the Service at risk, we may act immediately and give notice afterwards, because carrier filtering applied to a sending number degrades the Service for every customer using it.

12. Best efforts, and dependence on third parties

The Service is provided on a commercially reasonable efforts basis. We do not commit to, and expressly do not warrant, any level of availability, uptime, answer rate, connection rate, message delivery rate, response time, screening accuracy or transcription accuracy. No service level agreement applies to the Service, and no credit, remedy or refund arises from a failure to meet any level of performance.

12.1 What the Service depends on

Delivery of the Service depends on Third-Party Providers whose systems we do not own or control, including the wireless and wireline carriers that originate and terminate calls and messages, the intermediaries between them, your own carrier and handset, our cloud infrastructure provider, our messaging and telephony platform providers, the speech recognition, language model and speech synthesis providers underlying the Assistant, and our payment processor.

Any of those providers may, without notice to us, suffer an outage or degradation, perform maintenance, filter, block, throttle, label or delay traffic, change or withdraw a service, change its terms or pricing, or terminate its relationship with us. Any of those events may interrupt or impair the Service in whole or in part.

12.2 Allocation of that risk

To the maximum extent permitted by law, we are not liable for any failure, interruption, delay, degradation or defect in the Service to the extent it arises from or is contributed to by an act, omission, outage or decision of a Third-Party Provider, by the public telephone network or the internet, or by your own equipment, carrier, service plan or network coverage.

12.3 Your acknowledgement

You acknowledge and accept that, in the ordinary operation of the Service, calls may be missed, answered late, screened in error, misclassified, summarised inaccurately, disconnected or not connected, and messages may be delayed, filtered, duplicated or never delivered. You are responsible for maintaining an alternative means by which callers can reach your business, and for reviewing your call history rather than relying solely on the receipt of a message.

13. Disclaimers

The Service is provided "as is" and "as available", with all faults. To the maximum extent permitted by law, we disclaim all warranties, conditions and representations of any kind, whether express, implied or statutory, including any implied warranty of merchantability, fitness for a particular purpose, title, non-infringement, quiet enjoyment, accuracy, or any warranty arising from course of dealing, usage or trade practice.

13.1 Automated output

Summaries, transcripts, caller identification and urgency assessments are generated by automated systems and are frequently approximate. They may misidentify a caller, omit or misstate material facts, and characterise an urgent call as routine or a routine call as urgent. We do not warrant their accuracy, completeness or fitness for any decision you make on the basis of them, and the recording is the only record of what was actually said.

13.2 Screening

Screening is based on reputation data and automated detection, both of which are inherently imperfect. We do not warrant that any unwanted call will be screened or that any legitimate call will not be.

13.3 Emergency services

The Service is not a life safety service and must not be relied upon as one. It cannot be used to contact emergency services and provides no priority, escalation or guaranteed delivery for any call, however urgent.

14. Limitation of liability

14.1 Excluded losses

To the maximum extent permitted by law, neither AmiFi nor its members, officers, employees, contractors or agents will be liable, whether in contract, tort (including negligence), strict liability, statute or any other theory, and whether or not advised of the possibility, for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of profits, revenue, income, turnover, business, contracts, customers, jobs, bookings, quotations, goodwill, reputation, anticipated savings, data or opportunity.

Without limiting the generality of the preceding paragraph, and for the avoidance of doubt, we are not liable for any loss or damage arising from or connected with:

• a call that was missed, unanswered, answered late, declined, screened, misclassified, disconnected, misrouted or not connected to you;
• a message that was delayed, filtered, blocked, mislabelled, duplicated, misdirected or not delivered, in either direction;
• an inaccurate or incomplete summary, transcript, caller identification or urgency assessment, or any decision you or any other person made in reliance on one;
• the unavailability, degradation, suspension or discontinuation of the Service, in whole or in part, for any period;
• any act, omission, outage, filtering decision, policy change or termination by a Third-Party Provider or by any carrier;
• the loss, release or reassignment of a telephone number, or a failed, delayed or rejected port;
• any resulting lost work, lost customer, lost income, lost business opportunity, reputational harm or cost of procuring substitute services.

14.2 Cap on liability

To the maximum extent permitted by law, our total aggregate liability for all claims arising out of or relating to the Service or these Terms will not exceed the greater of the total fees you paid to us in the twelve months immediately preceding the event giving rise to the claim, or one hundred United States dollars (US $100.00).

14.3 Basis of the bargain

The limitations in this section, together with the disclaimers in section 13 and the allocation of risk in section 12, are fundamental elements of the basis of the bargain between us, and the fees for the Service are set in reliance on them. They apply even if a limited remedy fails of its essential purpose.

14.4 Exceptions

Some jurisdictions do not permit the exclusion or limitation of certain damages or of liability for gross negligence, fraud, wilful misconduct, death or personal injury. Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited, and where a limitation in this section is unenforceable it applies to the maximum extent permitted and the remainder of the section is unaffected.

15. Indemnity

You will defend, indemnify and hold harmless AmiFi and its members, officers, employees, contractors and agents from and against any claim, demand, proceeding, liability, damage, penalty, loss and expense, including reasonable legal fees, arising out of or relating to your use of the Service, any telephone number you added to your account, any recording made or disclosed through your account, any message sent at your direction, your breach of these Terms, or your violation of any law or of the rights of any third party.

We will give you notice of any claim to which this section applies and may participate in its defence with counsel of our choosing at our own expense. You may not settle a claim in a way that imposes any obligation or admission on us without our prior written consent.

16. Suspension and termination

You may cancel at any time in your account, and your account closes when the cancellation takes effect, as set out in section 9. We may suspend or terminate your access to the Service, in whole or in part, where you breach these Terms, where fees are unpaid, where we are required to do so by law or by a Third-Party Provider, or where continued provision presents a risk to other customers, to our telephone numbers or to our messaging registrations. Where practicable we will give notice before doing so.

On termination, your right to use the Service ceases, your Content is deleted in accordance with the Privacy Policy, unused Purchased Credit is refunded as set out in section 8, and your BusyTel Number is held and then released as described in section 10.2. You should export or record anything you need before terminating.

Sections 2, 6, 7, 8 (as to fees accrued), 12, 13, 14, 15, 17, 18 and 19, together with any other provision that by its nature should survive, survive termination of this agreement.

17. Changes to these Terms

We may amend these Terms from time to time. The date at the head of this page records when they were last amended. Where an amendment materially affects your rights or obligations, we will give you notice by email, through the Application or by text message before it takes effect. Your continued use of the Service after an amendment takes effect constitutes acceptance of it. If you do not accept an amendment, your remedy is to cancel under section 9.

18. Governing law and disputes

These Terms, and any dispute or claim arising out of or in connection with them or with the Service, whether contractual or non-contractual, are governed by the laws of the State of California, without regard to its conflict of laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Before commencing any formal proceeding, you agree to notify us of the dispute in writing at legal@busytel.com and to allow 60 days for the parties to attempt to resolve it in good faith. This requirement does not prevent either party from seeking injunctive relief.

Any dispute not resolved under the preceding paragraph will be brought exclusively in the state or federal courts located in California, and each party submits to the personal jurisdiction of those courts. Nothing in this section prevents either party from bringing a qualifying claim in small claims court.

To the maximum extent permitted by law, each party waives any right to a trial by jury, and each party waives any right to bring or participate in a claim as a plaintiff or class member in a class, collective or representative proceeding. Any claim arising out of or relating to the Service or these Terms must be commenced within one year after the cause of action accrues, failing which it is permanently barred.

19. General

19.1 Entire agreement

These Terms and the Privacy Policy constitute the entire agreement between the parties in respect of the Service and supersede all prior agreements, representations and understandings on that subject, other than fraudulent misrepresentation.

19.2 Severability and waiver

If any provision is held invalid or unenforceable, it will be modified to the minimum extent necessary to make it enforceable, or severed if it cannot be, and the remaining provisions continue in full force. A failure or delay in enforcing a provision is not a waiver of it.

19.3 Assignment

You may not assign or transfer these Terms, in whole or in part, without our prior written consent. We may assign them without consent in connection with a merger, acquisition, reorganisation or sale of all or substantially all of our assets. These Terms bind and benefit the parties and their permitted successors and assigns.

19.4 Force majeure

Neither party is liable for any failure or delay in performance, other than an obligation to pay, caused by an event beyond its reasonable control, including act of God, natural disaster, fire, flood, epidemic, war, terrorism, civil disturbance, labour dispute, act of government or regulator, failure or degradation of the public telephone network or the internet, cyber attack, and the failure, withdrawal, suspension or discontinuation of a service by a Third-Party Provider.

19.5 Relationship, and third parties

The parties are independent contractors, and nothing in these Terms creates a partnership, joint venture, franchise, agency or employment relationship. These Terms confer no rights or remedies on any person who is not a party to them, and no Caller is a third-party beneficiary of them.

19.6 Notices and electronic communications

You consent to receive notices from us electronically, through the Application, by email to the address on your account or by text message to an Authorised Number, and agree that such notices satisfy any legal requirement that a communication be in writing. Notices to us must be sent to legal@busytel.com and are effective on receipt.

19.7 Interpretation

Headings are for convenience and do not affect interpretation. "Including" and "includes" mean including without limitation. A reference to a section is a reference to a section of these Terms.

20. Contact

Legal notices, and any question about these Terms, should be sent to legal@busytel.com.

Support requests, including any question about a message you received, should be sent to support@busytel.com, or you may reply HELP to any message.

AmiFi LLC, a California limited liability company. BusyTel is a product of AmiFi LLC.