avacallai Ltd is referred to as “we”, “us”, or “our”. The customer is “you” or “Customer”. The Ava AI Receptionist service, together with related onboarding, configuration, and support, is referred to as the “Services”.
1. The agreement between us
The full agreement between you and us consists of:
- These terms.
- Any commercial order form, statement of work, or signed proposal we agree with you (an “Order”).
- Our Data Processing Addendum, which forms part of every customer contract.
- Our privacy policy and AI disclosure.
If anything in an Order conflicts with these terms, the Order applies for that engagement. Defined terms in an Order have the meaning given there.
2. The Services
We provide an AI-driven phone, web chat, and messaging RECEPTIONIST service marketed under the brand “Ava”, together with related onboarding, configuration, and support. Specific features available to you depend on the plan and Order.
We may improve, modify, or replace components of the Services at any time, provided the change does not materially reduce the functionality you have paid for during the current term.
3. Account, configuration, and access
You are responsible for:
- Keeping your account credentials confidential.
- Configuring Ava with accurate, current, and lawful information about your business.
- Ensuring that the people who interact with the Services on your behalf are authorised to do so.
- All activity that occurs under your account.
We may suspend access where we reasonably believe an account has been compromised or is being used in breach of these terms.
4. Customer content
“Customer Content” means any data, scripts, recordings, transcripts, contact lists, or other material you supply or that is captured by Ava on your behalf.
You retain all rights in Customer Content. You grant us a non-exclusive, royalty-free licence to host, process, and transmit Customer Content solely to provide and improve the Services to you. We do not use Customer Content to train third-party AI models.
You are responsible for the lawfulness of Customer Content and for the lawful basis on which calls are recorded, transcribed, or processed. This includes giving any required notices to callers and obtaining any required consent.
5. Acceptable use
You will not use the Services to:
- Break any applicable law, regulation, or third-party right.
- Send unsolicited marketing in breach of UK PECR or equivalent rules.
- Provide unlicensed regulated advice, including financial, legal, or clinical advice that you are not authorised to give.
- Pretend Ava is a human receptionist or instruct Ava to deny that it is an AI.
- Attempt to reverse-engineer, copy, or interfere with the Services.
- Probe or test the security of the Services without our prior written consent.
We may suspend or terminate access for serious or repeated breach of this section.
6. Fees and payment
Fees, billing frequency, and payment terms are set out in your Order. Unless your Order says otherwise:
- Fees are stated exclusive of VAT.
- Invoices are payable within 14 days of issue.
- We may charge interest on overdue amounts at the statutory rate under the Late Payment of Commercial Debts (Interest) Act 1998.
- Setup fees and one-off charges are non-refundable.
We may revise fees on renewal with at least 30 days’ written notice.
7. Term and termination
Unless your Order specifies a longer period, the Services are provided on a rolling monthly term. Either party may end a rolling monthly contract at the end of any month by giving written notice before the start of that month.
Either party may terminate immediately if the other:
- Materially breaches these terms and fails to remedy the breach within 14 days of written notice.
- Becomes insolvent, enters administration, or stops trading.
On termination we will, at your written request and within 30 days, return or delete Customer Content held by us, subject to any retention required by law.
8. Confidentiality
Each party will keep the other’s confidential information confidential and use it only to perform the agreement. This obligation survives termination by 3 years. It does not apply to information that is public, independently developed, or required to be disclosed by law or regulator.
9. Intellectual property
We own all right, title, and interest in the Services, including the avacallai brand, the Ava persona, and our underlying software, models, and documentation. Nothing in these terms transfers any of those rights to you. We grant you a non-exclusive, non-transferable right to use the Services during the term, in line with these terms and your Order.
You own Customer Content. Aggregated, anonymised metrics derived from operating the Services may be used by us to monitor and improve the Services.
10. Warranties
We warrant that the Services will be provided with reasonable skill and care and will materially conform to their published description during the term. To the extent permitted by law, this is the only warranty we give. All other warranties, conditions, and terms implied by statute or common law are excluded.
11. Liability
Nothing in these terms limits liability that cannot lawfully be limited, including for death or personal injury caused by negligence, fraud, and fraudulent misrepresentation.
Subject to that, neither party is liable for:
- Loss of profits, revenue, or anticipated savings.
- Loss of goodwill or reputation.
- Loss of data, other than the cost of restoring data from your most recent back-up.
- Indirect or consequential loss.
Our total aggregate liability under or in connection with these terms in any 12-month period will not exceed the fees paid by you to us in that period.
12. AI services and limitations
You acknowledge that:
- Ava is an artificial-intelligence service. It can misunderstand callers, make incorrect bookings, or fail to capture information.
- We design Ava with safety rails — including escalation paths, human review, and self-identification as AI — but we cannot guarantee any particular outcome.
- Ava does not provide professional advice. You will not configure Ava to give clinical, legal, financial, or other regulated advice.
- You are responsible for human review where the call requires professional judgement.
See our AI disclosure for more detail.
13. Data protection
Each party will comply with UK GDPR and the Data Protection Act 2018. Where we process personal data on your behalf, processing is governed by our Data Processing Addendum. See our GDPR & data protection page for an overview.
14. Force majeure
Neither party is liable for delay or failure caused by events beyond reasonable control, including major outages of upstream telephony or cloud infrastructure, industrial action, natural disasters, or government action. The affected party will notify the other and use reasonable efforts to mitigate.
15. General
- Notices. Written notices to us go to hello@avacallai.com. Notices to you go to the email on your account.
- Assignment. You may not assign these terms without our written consent. We may assign to a successor in connection with a merger, acquisition, or reorganisation.
- No waiver. Failure to enforce a right is not a waiver of that right.
- Severance. If any provision is unenforceable, the rest remains in force.
- Entire agreement. These terms (with your Order, the DPA, the privacy policy, and the AI disclosure) are the entire agreement between us and supersede all prior discussions.
- Governing law and jurisdiction. These terms are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction.
16. How to contact us
Email hello@avacallai.com. Our registered office address will be published here once company registration completes.
