Terms and Conditions

1. Agreement to Terms

By accessing or using the NXIVO AI Receptionist platform and services (collectively, the "Service"), operated by SalemWise Solutions, a trade name of Iskhak LLC ("we", "our", or "us"), you ("Client", "you", or "your") agree to be bound by these Terms and Conditions ("Terms"). If you are entering into these Terms on behalf of a business entity, you represent that you have authority to bind that entity.

If you disagree with any part of these Terms, you may not access or use the Service.

2. Use of Service

2.1 License Grant

SalemWise Solutions grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your lawful business purposes in accordance with these Terms.

2.2 Prohibited Conduct

You agree not to:

• Use the Service for any unlawful purpose or in violation of any applicable federal, state, or local laws
• Attempt to reverse engineer, decompile, or extract the source code of the Service
• Circumvent security measures, rate limits, or access controls
• Share your account credentials or allow unauthorized access to the Service
• Use the Service to develop competing products or services
• Use the Service to harass, deceive, defraud, or harm any individual
• Engage in any use that violates the Telephone Consumer Protection Act (TCPA), CAN-SPAM Act, or applicable telemarketing laws
• Operate in any industry or use case prohibited under Twilio's Acceptable Use Policy or applicable carrier guidelines

3. Acceptable Use Policy

3.1 Permitted Uses

The Service is designed for legitimate business communications including appointment scheduling, customer intake, call routing, and related transactional interactions.

3.2 Prohibited Industries and Uses

You may not use the Service in connection with:

• Unlicensed debt collection, payday loans, or predatory lending
• Cannabis, firearms, or other federally controlled or restricted products (where prohibited by applicable carrier or law)
• Adult content or sexually explicit services
• Gambling or sweepstakes (unless expressly licensed)
• Deceptive marketing, phishing, or impersonation of government agencies
• Robocalling, unsolicited telemarketing, or any use that violates the TCPA
• Any activity that violates Twilio's Messaging Policy or applicable carrier codes of conduct

3.3 Enforcement

We reserve the right to suspend or terminate your account, without prior notice, if we determine in our sole discretion that you have violated this Acceptable Use Policy. Violations may also be reported to relevant authorities.

4. SMS Messaging, 10DLC Registration & ISV Obligations

4.1 NXIVO's Role as ISV and CSP

SalemWise Solutions / NXIVO is registered as an Independent Software Vendor (ISV) and Campaign Service Provider (CSP) with mobile carriers and The Campaign Registry (TCR). In this role, NXIVO provides the technology infrastructure that routes SMS messages on behalf of registered business clients. NXIVO is not the sender of record for any SMS message sent through the platform.

4.2 Client Registration Requirements

Before sending any SMS messages through the NXIVO platform, you are required to:

• Complete 10DLC Brand Registration with The Campaign Registry (TCR), accurately representing your business identity, industry, and legal business name
• Register one or more 10DLC Campaigns that correctly describe the type of messages you will send (e.g., transactional, appointment reminders, payment notifications)
• Ensure your registered phone number(s) are associated with your approved Campaign(s) prior to any outbound messaging
• Maintain active, accurate registrations for the duration of your use of the Service
• Promptly update your registration if your business information, use case, or message content materially changes

You represent and warrant that all information submitted during Brand and Campaign registration is accurate, complete, and not misleading.

4.3 Client is Sender of Record

As the registered Brand and owner of the phone number(s) used to send messages, you are the sender of record for all SMS communications sent through NXIVO. You bear sole legal responsibility for:

• All message content sent from your registered number(s)
• Obtaining required prior express consent from your recipients under the TCPA
• Compliance with applicable state and federal telemarketing and messaging laws
• Ensuring message content matches your registered Campaign use case
• Honoring all STOP/HELP responses and maintaining opt-out records

NXIVO's liability for SMS delivery, content, or legal compliance is expressly excluded to the fullest extent permitted by law.

4.4 Carrier Filtering and Delivery

NXIVO does not guarantee SMS delivery. Carriers may filter, block, or throttle messages at their discretion, including due to:

• Unregistered or improperly registered phone numbers or campaigns
• Message content that violates carrier guidelines or registered use case
• High complaint rates, spam patterns, or suspicious traffic
• Technical or infrastructure issues outside NXIVO's control

SalemWise Solutions is not liable for any message delivery failures, carrier filtering, or campaign suspensions resulting from your registration status, message content, or carrier decisions. Carrier-imposed penalties, fines, or filtering resulting from your non-compliance are your sole responsibility.

4.5 Registration Suspension

NXIVO reserves the right to immediately suspend your SMS messaging capabilities — without prior notice — if:

• You send messages without a properly registered and approved Campaign
• Your Campaign is suspended or deregistered by TCR or a carrier
• Your messaging activity generates complaint rates above carrier thresholds
• You send messages inconsistent with your registered Campaign use case
• We receive credible notice of TCPA violations associated with your account

Suspension of SMS capabilities does not terminate your account or other Service features unless a separate basis for termination exists under these Terms.

5. AI and Data Usage

5.1 Operational Processing

The Service uses artificial intelligence and large language models (LLMs) to handle phone calls and communications on behalf of your business. Call recordings and transcripts are processed to deliver the core functions of the Service, including call handling, response generation, appointment booking, and SMS dispatch. By using the Service, you consent to this operational processing.

5.2 AI Training and Model Improvement

Communications processed through the Service, including call recordings and transcripts, may also be analyzed and used to improve AI response quality, train models, and enhance service performance. This is a distinct use from operational processing.

Opt-Out: You may opt out of AI training use of your data by contacting us at [email protected] with the subject line "AI Training Opt-Out." Opting out does not affect your ability to use the Service. Operational processing necessary to deliver the Service will continue.

5.3 Client Responsibility for End-User Consent and Recording Laws

You, as the business Client, acknowledge and agree that:

• Recording Disclosure: You are solely responsible for ensuring that all calls handled through the Service comply with applicable federal and state call recording and wiretapping laws. This includes, without limitation, obtaining required consent under two-party or all-party consent statutes in states including California, Illinois, Maryland, Washington, Florida, Connecticut, Michigan, Montana, Nevada, New Hampshire, Oregon, and Pennsylvania.
• TCPA Compliance: You are solely responsible for your compliance with the Telephone Consumer Protection Act (TCPA), including any required prior express written consent for AI-generated or automated calls and text messages to your customers.
• End-User Notification: You agree to implement appropriate disclosures to inform your customers that their calls may be handled by an AI system and may be recorded.
• Indemnification: You agree to indemnify, defend, and hold harmless SalemWise Solutions and its affiliates from any claims, penalties, or damages arising from your failure to comply with applicable recording, wiretapping, or telecommunications laws in your jurisdiction.

SalemWise Solutions provides the AI infrastructure and platform. Lawful deployment within your jurisdiction and industry is your responsibility.

5.4 Account and Registration Data

By creating an account, you agree that personal details provided during registration — including name, email address, and business information — may be used to operate and improve the Service as described in our Privacy Policy.

6. Intellectual Property

6.1 Platform Ownership

All software, technology, trademarks, designs, and proprietary systems comprising the NXIVO platform are owned exclusively by SalemWise Solutions / Iskhak LLC. Nothing in these Terms transfers any intellectual property rights to you.

6.2 Client Data Ownership

You retain ownership of your business data, including call recordings and transcripts generated through your use of the Service ("Client Data"). You grant SalemWise Solutions a worldwide, non-exclusive, royalty-free license to process, store, and use Client Data solely to provide the Service and, unless you opt out, to improve AI systems as described in Section 5.2.

6.3 AI Output

Outputs generated by the AI Receptionist during your customers' interactions (e.g., call transcripts, appointment confirmations) are considered Client Data. SalemWise Solutions does not claim ownership over AI-generated outputs produced on your behalf.

6.4 Anonymized Aggregate Data

Notwithstanding the above, SalemWise Solutions may use anonymized, de-identified, and aggregated data derived from the Service — which cannot reasonably be used to identify you or your customers — for product development, research, benchmarking, and business purposes, without restriction.

7. Payment and Billing

You agree to pay all applicable fees for the Service as set forth in your subscription plan. All fees are non-refundable except as required by law or as expressly stated in a separate agreement. SalemWise Solutions reserves the right to modify pricing with at least 30 days' prior written notice. Continued use after a price change takes effect constitutes acceptance of the new pricing.

8. Disclaimer of Warranties

The Service is provided "as is" and "as available" without warranties of any kind, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

SalemWise Solutions does not warrant that:

• The Service will be uninterrupted, timely, secure, or error-free
• AI and LLM outputs will be accurate, complete, or appropriate for your specific use case
• The Service will meet your specific business requirements

AI-generated responses are probabilistic in nature. You are responsible for reviewing AI outputs and should not rely solely on them for critical business decisions.

9. Limitation of Liability

To the fullest extent permitted by applicable law, SalemWise Solutions and its affiliates, officers, directors, employees, and agents shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising from or related to your use of or inability to use the Service, including but not limited to damages for:

• Loss of profits, revenue, or business opportunities
• Loss, corruption, or unauthorized access to data
• Cost of substitute services
• Business interruption

Our total aggregate liability for any claim arising from or related to these Terms or the Service shall not exceed the total amount you paid to SalemWise Solutions in the twelve (12) calendar months immediately preceding the event giving rise to the claim.

Nothing in this section limits liability for fraud, gross negligence, willful misconduct, or any liability that cannot be excluded under applicable law.

10. Indemnification

You agree to indemnify, defend, and hold harmless SalemWise Solutions, its affiliates, officers, directors, employees, agents, and licensors from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in connection with:

• Your use of the Service in violation of these Terms
• Your violation of any applicable law, including TCPA and wiretapping statutes
• Your failure to obtain required consent from your customers
• Any claim by a third party relating to your use of the AI Receptionist

11. Force Majeure

SalemWise Solutions shall not be liable for any delay or failure to perform resulting from causes beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, government actions, internet or telecommunications failures, third-party infrastructure outages (including Twilio, OpenAI, or cloud service providers), or other events outside our control. In such events, our obligations are suspended for the duration of the force majeure condition.

12. Dispute Resolution

12.1 Informal Resolution

Before initiating any formal dispute, both parties agree to attempt informal resolution by providing written notice of the dispute and engaging in good-faith negotiations for a period of thirty (30) days.

12.2 Binding Arbitration

If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. Arbitration shall take place in New Jersey or remotely, at the arbitrator's discretion. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

12.3 Class Action Waiver

You and SalemWise Solutions each waive the right to participate in class action litigation or class-wide arbitration. All disputes must be brought in an individual capacity only.

12.4 Small Claims Carve-Out

Either party may bring an individual action in small claims court in lieu of arbitration, provided the claim qualifies under that court's jurisdictional requirements.

12.5 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of New Jersey, United States, without regard to its conflict of law provisions, except to the extent federal law applies (including the Federal Arbitration Act).

13. Changes to Terms

SalemWise Solutions may update these Terms from time to time. For material changes, we will provide at least 30 days' prior written notice via email to the address associated with your account before the changes take effect. Non-material changes (such as clarifications or corrections) may be made without prior notice but will be reflected in the updated "Last updated" date.

Your continued use of the Service after the effective date of any update constitutes your acceptance of the revised Terms. If you do not agree to the updated Terms, you must discontinue use of the Service and may request account termination.

14. Term and Termination

These Terms remain in effect for as long as you use the Service. Either party may terminate at any time by providing written notice. SalemWise Solutions may suspend or terminate your access immediately for breach of these Terms, violation of the Acceptable Use Policy, or non-payment of fees. Upon termination, your license to use the Service ends immediately. Sections 6.4, 6, 9, 10, 12, and 14 survive termination.

15. General Provisions

• Entire Agreement: These Terms, together with our Privacy Policy and SMS Consent Disclosure, constitute the entire agreement between you and SalemWise Solutions regarding the Service.
• Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.
• No Waiver: Failure to enforce any right under these Terms does not constitute a waiver of that right.
• Assignment: You may not assign your rights under these Terms without our prior written consent. We may assign our rights in connection with a merger, acquisition, or sale of assets.
• Notices: Legal notices to SalemWise Solutions should be sent to [email protected].

16. Contact

If you have any questions about these Terms and Conditions, please contact us.

SalemWise Solutions / Iskhak LLC
Email: [email protected]
Legal & Compliance: [email protected]
Website: nxivo.ai