Terms and Conditions

Please read these Terms and Conditions ("Terms", "Terms and Conditions") carefully before using the CSR-X website and the CSR-X application (together, the "Service") operated by 4thPortal (Baylis IO Pty Ltd) ("us", "we", or "our").

Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service. You warrant that you are at least 18-years-old and you are legally capable of entering into binding contracts. If you use the Service on behalf of a business or organisation, you warrant that you are authorised to accept these Terms on its behalf, and "you" includes that business or organisation.

By accessing or using the Service you agree to be bound by these Terms and our Privacy Policy. If you disagree with any part of the terms then you may not access the Service.

Definitions

• Customer. The business or organisation that holds a CSR-X account ("you", "your").
• Users. The people you allow to access your account, such as your team members.
• End Users. The people who contact you, or whom you contact, through the Service, for example by phone, SMS, email or web chat.
• AI Agent. The artificial intelligence features of the Service, including AI agents that respond to End Users, co-pilot, summaries, transcriptions, drafted replies and analytics.
• Output. Any response, message, voice, transcript, summary, draft, action or other content generated by the AI Agent.
• Customer Data. All information you, your Users and your End Users provide to or through the Service, including knowledge, instructions, conversations, recordings and contact details.

Accounts

When you create an account with us, you must provide us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in suspension or termination of your account on our Service.

You are responsible for safeguarding the passwords that you and your Users use to access the Service and for any activities or actions under your account, whether a password is with our Service or a third-party service. You are responsible for the acts and omissions of your Users as if they were your own.

Each User must have their own login. Logins are for one named individual only and must not be shared between people, used by more than one person, or transferred to someone else. Add each team member as their own User instead. We may suspend access, or charge for the additional Users, where we reasonably believe a login is being shared.

You agree not to disclose your password to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorised use of your account.

You may not use as an account or agent name the name of another person or entity or that is not lawfully available for use, a name or trade mark that is subject to any rights of another person or entity other than you without appropriate authorisation, or a name that is otherwise offensive, vulgar or obscene.

Subscriptions and Billing

The Service is billed on a subscription basis ("Subscription(s)"). Subscription (licence) fees are billed in advance on a recurring and periodic basis ("Billing Cycle"), either monthly or annually depending on the plan you select. At the end of each Billing Cycle, your Subscription will automatically renew under the same conditions unless you cancel it or 4thPortal cancels it in accordance with these Terms.

In addition to Subscription fees, usage of the Service beyond what your plan includes is billed monthly in arrears ("Usage Fees"). Usage Fees include, without limitation, AI voice minutes, AI text conversations above your included allowance, SMS messages, telephone calls, phone numbers and any applicable registration fees, at the rates published on our pricing page or otherwise agreed with you. Usage Fees are billed monthly even if your Subscription is billed annually.

Items priced monthly, such as phone numbers and additional Users, are charged for the full month in any month they are active or used. The number of Users is the number of unique User logins active at any time during the month. Deactivated Users are not counted.

Voice usage is billed for the entire time a call is connected to the Service. Published rates apply to the countries they are published for. Outbound calls to any other country may be charged at a different rate for that country.

All billing periods and usage are calculated in Coordinated Universal Time (UTC). All fees are in US dollars and exclude applicable taxes, which will be added where required.

A valid payment method is required to pay for your Subscription and Usage Fees. You shall provide 4thPortal with accurate and complete billing information. By submitting such payment information, you automatically authorise 4thPortal to charge all Subscription and Usage Fees incurred through your account to that payment method.

Free Trial

4thPortal may, at its sole discretion, offer a free trial for a limited period of time ("Free Trial"). Usage during a Free Trial may be limited.

If you have not added a valid payment method by the end of the Free Trial, your account will be suspended. If your account remains suspended for 30 days, it will be cancelled, and your Customer Data will be permanently deleted within 30 days of cancellation.

4thPortal reserves the right to modify or cancel any Free Trial offer at any time.

Failed Payments and Suspension

Should payment of any fees fail for any reason, access to your account by you and all of your Users will be suspended immediately, and the Service, including your AI Agent, phone numbers and channels, will stop operating until valid payment details are provided and all outstanding fees are paid.

If your account remains suspended for 30 days, it will be cancelled, and your Customer Data will be permanently deleted within 30 days of cancellation. Any outstanding fees remain payable after suspension or cancellation.

Fee Changes

4thPortal may modify the Subscription fees or usage rates for the Service. We will give you at least 30 days' notice of any change, so you have an opportunity to cancel your Subscription before the change takes effect. Subscription fee changes take effect from the start of your next Billing Cycle after the notice period.

Your continued use of the Service after a fee change comes into effect constitutes your agreement to pay the modified fees.

Refunds

Except when required by law, or as set out under Termination, paid fees are non-refundable.

Usage Limits

To protect the Service, our providers and you, 4thPortal may set reasonable limits on usage, require payment in advance for high usage, or suspend activity that appears unusual, fraudulent or harmful, such as a sudden spike in calls or messages. Where practical, we will contact you before or promptly after taking such action.

Phone Numbers and Messaging

Phone numbers provided through the Service are made available to you for use with the Service while your account is active. They are not owned by you, and are released when your account is cancelled. We do not guarantee that a number can be transferred to another provider.

Some countries and carriers require business messaging and calling to be registered before it can be used, which may take time and may incur fees. Calls and messages are carried by third-party telecommunications networks, and we do not guarantee that any call will connect or that any message will be delivered.

AI Agents and Automated Responses

The Service uses artificial intelligence to communicate with End Users and assist your team. By using the Service, you acknowledge and accept that:

• AI can make mistakes. Output is generated automatically from the knowledge, instructions and tools you provide and from the inference of AI models. Even when correctly configured, the AI Agent may produce Output that is inaccurate, incomplete, out of date, inappropriate or inconsistent with your instructions, or may take an action you did not intend.
• You are responsible for your AI Agent. You are responsible for the knowledge, instructions, tools and settings you give your AI Agent, for keeping them accurate and up to date, and for monitoring your conversations and reviewing Output.
• Output is not professional advice. Output must not be relied upon as medical, legal, financial or other professional advice, and you must not configure your AI Agent to give such advice without appropriate human review.
• Actions in your systems. If you connect custom API tools or other integrations, you are solely responsible for what those tools are able to do, and for any action the AI Agent takes through them, including creating, changing or deleting information in your own or third-party systems.
• The risk is yours. Communicating with End Users through automated AI Agents involves inherent risk, which you accept. To the maximum extent permitted by law, 4thPortal is not liable for any loss, damage, claim or expense arising from Output or from any action taken by the AI Agent, including any information, commitment, offer, price or statement the AI Agent gives to an End User. You agree not to make any claim against 4thPortal for compensation in respect of Output.

Your Obligations to End Users

You are responsible for your relationship with your End Users and for your use of the Service to communicate with them. You must:

• Tell End Users that they may be interacting with an AI Agent, where required by law or where a reasonable person would expect to be told.
• Give any notice and obtain any consent required by law before recording, monitoring or transcribing calls and conversations. The Service's recording notification settings are provided to assist you, but you remain responsible for compliance.
• Have your own privacy policy that explains how you collect and use End Users' personal information, including your use of third-party service providers such as CSR-X, and where appropriate refer End Users to our Privacy Policy and these Terms.
• Comply with all laws that apply to your calls, messages and emails, including laws about consent, opt-outs, unsolicited messages, telemarketing, do-not-call registers, caller identification and messaging registration, such as the Spam Act 2003 (Cth), the Do Not Call Register Act 2006 (Cth) and the US Telephone Consumer Protection Act. You are solely responsible for obtaining any consent required for every call and message sent through your account, whether sent by you, your Users or your AI Agent.

Acceptable Use

You must not use the Service, or allow it to be used:

• To send spam or unsolicited bulk messages, emails or calls, including automated or prerecorded calls and telemarketing without the required consent.
• To impersonate any person or organisation, mislead End Users about who they are dealing with, or for fraud, phishing, scams or other deceptive purposes.
• To create, send or store content that is unlawful, defamatory, harassing, abusive, threatening, hateful, discriminatory, sexually explicit, or that infringes anyone's rights or privacy.
• In breach of any law, regulation or the requirements of our telecommunications or AI providers.
• To reverse engineer, decompile, scrape, copy or extract any part of the Service, including its source code, models, prompts or system instructions, or to attempt to bypass any security, limit or restriction.
• To resell, sublicense or provide the Service to third parties without our written consent, or to build or assist in building a competing product or service.
• To interfere with, overload or disrupt the Service or its infrastructure, or to introduce viruses or other harmful code.
• In a way that brings, or could reasonably bring, 4thPortal or CSR-X into disrepute.

If we reasonably believe you have breached this section, we may remove content, suspend or terminate your account, and report the activity to relevant authorities.

Emergencies and High-Risk Use

The Service is not a replacement for emergency services. It cannot be used to contact, and must not be relied upon to route calls to, emergency services such as 000 or 911. You must not use the Service in situations where a failure, delay or error could lead to death, personal injury or serious harm.

Customer Data

You retain all of your rights to your Customer Data. You grant us a licence to host, store, process, transmit and display your Customer Data only as needed to provide, secure and support the Service for you. We keep your Customer Data confidential, do not use it for any other purpose, and never sell it. We do not use your Customer Data to train AI models. Our handling of personal information is described in our Privacy Policy.

You represent and warrant that you have all rights, consents and permissions needed to provide your Customer Data to the Service and for us to process it as described in these Terms, and that your Customer Data does not breach any law or anyone's rights.

We take reasonable measures to protect your Customer Data, but no system is completely secure and we cannot guarantee protection against cyberattacks or unauthorised access. You are responsible for your own compliance with privacy and data protection laws in your use of the Service.

You are responsible for keeping any copies of your Customer Data you need. When your account is cancelled, your Customer Data will be permanently deleted within 30 days of cancellation, unless we are legally required to keep it for longer, and cannot be recovered after deletion.

We are under no obligation to monitor your Customer Data. We may remove or disable any content that we reasonably believe breaches these Terms or the law.

Third-Party Services and Integrations

The Service relies on third-party providers, including telecommunications, messaging and AI providers, and may let you connect third-party services such as Slack, CRMs or your own systems. Your use of third-party services is subject to their own terms. We are not responsible for third-party services, and we may change or discontinue support for any third-party service or integration.

Intellectual Property

The Service and its original content (excluding Customer Data), features and functionality, including its software, design, prompts, models, workflows and documentation, are and will remain the exclusive property of 4thPortal and its licensors. The Service is protected by copyright, trademark, and other laws of Australia and foreign countries. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of 4thPortal. Nothing in these Terms constitutes a transfer of any Intellectual Property rights from us to you.

You are granted a limited, non-exclusive, revocable, non-transferable right to use the Service for your own internal business purposes, subject to these Terms. You must not copy, modify, reproduce, imitate or create derivative works of the Service, or use it, any part of it, or any knowledge gained from it, to develop a similar or competing product or service.

If you give us feedback or suggestions about the Service, we may use them freely and without any obligation to you.

We may collect and use aggregated and de-identified data about how the Service is used to operate, secure and improve the Service. This data does not identify you or your End Users, and is not used to train AI models.

Links To Other Web Sites

Our Service may contain links to third-party web sites or services that are not owned or controlled by 4thPortal. 4thPortal has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services, and shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services.

Termination

By you. You may cancel your Subscription at any time through your account settings or by contacting support@4thportal.io. Cancellation takes effect at the end of your current Billing Cycle, and you can continue to use the Service until then. Usage Fees incurred up to cancellation remain payable.

By us, immediately. We may suspend or terminate your account immediately, without prior notice, if you fail to pay any fees, breach these Terms, use the Service unlawfully or in a way that may harm others, the Service or our providers, or if we are required to do so by law or by a telecommunications or AI provider.

By us, with notice. We may otherwise terminate your account for any reason by giving you at least 30 days' notice. In that case, we will refund any Subscription fees you have prepaid for the period after termination.

Upon termination, your right to use the Service will immediately cease, your phone numbers will be released and your Customer Data will be permanently deleted within 30 days.

All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, payment obligations, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

If applicable law requires us to provide notice of termination or cancellation, we may give prior or subsequent notice by posting it on the Service or by sending a communication to any address (email or otherwise) that we have for you in our records.

Indemnification

As a condition of your access to and use of the Service, you agree to indemnify us and our successors and assigns for all damages, costs, expenses and other liabilities, including but not limited to legal fees and expenses, relating to any claim arising out of or related to:

• your or your Users' access to and use of the Service;
• your Customer Data, and the configuration of your AI Agent, tools and integrations;
• any claim by an End User or other third party relating to your communications through the Service or any Output;
• your breach of these Terms, including your obligations to End Users; or
• your breach of any applicable law or the rights of another person or party.

This indemnification section survives the termination of your account, and applies to claims arising both before and after termination.

Australian Consumer Law

Nothing in these Terms excludes, restricts or modifies any guarantee, right or remedy that cannot lawfully be excluded, including under the Australian Consumer Law. Where we are permitted to limit our liability for a breach of such a guarantee, our liability is limited, at our option, to supplying the services again or paying the cost of having the services supplied again.

Limitation Of Liability

To the maximum extent permitted by law:

• In no event shall we be liable for any indirect, punitive, special, incidental or consequential damage (including loss of business, revenue, profits, use, privacy, data, goodwill or other economic advantage) however it arises, whether for breach of contract, in tort (including negligence) or otherwise, even if it has been previously advised of the possibility of such damage.
• We are not liable for any loss arising from Output, from any action taken by the AI Agent, from calls or messages that are not connected, delivered or answered, or from any interruption to the Service.
• We are not liable for inaccurate data, incorrect reports or analytics, or software malfunctions, including any business losses that result from them.
• We are not liable to you or any third party for any claim or damage arising from the suspension or termination of your account in accordance with these Terms.
• You have sole responsibility for adequate security protection and backup of data and/or equipment used in connection with your usage of the Service, and will not make a claim against us for lost data, re-run time, inaccurate instruction, work delays or lost profits resulting from the use of the Service.
• Our aggregate liability to you for all claims arising out of or related to these Terms or the Service will not exceed the total fees you paid to us in the 3 months immediately before the event giving rise to the claim.

You must not assign or otherwise dispose of your account to any other person.

Disclaimer

Your use of the Service is at your sole risk. The Service is provided on an "AS IS" and "AS AVAILABLE" basis. The Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.

4thPortal its subsidiaries, affiliates, and its licensors do not warrant that a) the Service will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Service is free of viruses or other harmful components; d) any Output will be accurate, complete, appropriate or reliable; or e) the results of using the Service will meet your requirements.

This disclaimer of liability applies to any damages or injury caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft, or destruction or unauthorized access or, alteration of or use of record in connection with the use or operation of the Service, whether for breach of contract, tortious behaviour, negligence or any other cause of action.

We make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability with respect to the content or Output contained on the Service for any purpose. Any reliance you place on such information is therefore strictly at your own risk. We disclaim any express or implied warranty representation or guarantee as to the effectiveness or profitability of the Service or that the operation of our Service will be uninterrupted or error-free. We are not liable for the consequences of any interruptions or error in the Service.

Exclusions

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.

Governing Law

These Terms shall be governed and construed in accordance with the laws of Queensland, Australia, without regard to its conflict of law provisions, and you submit to the non-exclusive jurisdiction of the courts of Queensland.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms, together with our Privacy Policy, constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements we might have between us regarding the Service.

Changes

We may modify or replace these Terms from time to time. We will give you at least 30 days' notice of any material change, by email and/or a prominent notice on the Service, before it takes effect. If you do not agree with a change, you may cancel your Subscription before it takes effect. Your continued use of the Service after the change takes effect will be deemed as your acceptance of it.

Contact Us

If you have any questions about these Terms, please contact us by email: support@4thportal.io.