CONVRSY | Conversational AI Platform
TERMS AND CONDITIONS
Effective Date: April 2, 2026
By accessing or using the Convrsy platform, you acknowledge that you have read and understood these Terms and Conditions and agree to be bound by them. If you do not agree, you may not use the platform.
SUMMARY OF KEY TERMS
This summary is provided for convenience only. It does not replace or modify the full Terms and Conditions below.
| Service | Access to Convrsy's AI platform for conversation analysis, including emotion/prosody analysis and diarized transcripts. |
|---|---|
| License | Limited, non-exclusive, non-transferable right to use the platform during your Subscription Term for internal business purposes. |
| Fees & Payment | Fees are set in your Order Form, due within 30 days of invoice, payable in USD. Non-refundable. Late payments accrue interest at 1.5%/month. |
| Auto-Renewal | Subscriptions renew automatically unless you give 30 days' written notice before the end of the current term. |
| Your Data | You own your data. Convrsy uses it only to provide the services. |
| AI Outputs | AI-generated outputs may be inaccurate or incomplete. You are responsible for human oversight and for verifying outputs before relying on them. |
| Recording Consent | If you use recording features, you are solely responsible for obtaining all required consents from individuals being recorded under applicable law. |
| Liability Cap | Neither party is liable for indirect or consequential damages. Total liability is capped at fees paid in the 12 months preceding the claim. |
| IP Ownership | Convrsy retains all rights to the platform. You retain all rights to your content and data. |
| Termination | Either party may terminate for material uncured breach (30-day cure period) or insolvency. |
| Governing Law | State of New York. Disputes resolved in New York City courts. |
The full Terms and Conditions begin on the following page.
CONVRSY AI PLATFORM — TERMS AND CONDITIONS
These Terms and Conditions (the "Terms") govern your access to and use of the Convrsy AI platform and related services ("Services") provided by Convrsy, Inc., a Delaware corporation ("Convrsy," "we," or "us"). By accessing or using the Services, you ("User" or "You") agree to be bound by these Terms. If you are accessing the Services on behalf of an organization, you represent that you have authority to bind that organization to these Terms.
The following defined terms apply throughout these Terms:
"Agreement" means these Terms and Conditions, together with any applicable Order Form, exhibit, or schedule incorporated herein.
"Authorized Users" means the User's employees, agents, or contractors authorized to access and use the Services under these Terms.
"Confidential Information" means any non-public information disclosed by one party to the other that is marked as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.
"Customer Data" means all electronic data, recordings, text, messages, or other materials submitted to the Platform by User or its Authorized Users.
"Order Form" means a document executed by both parties specifying the Services purchased, fees, number of users, the Subscription Term, or any other relevant terms.
"Outputs" means any AI-generated results, analysis, transcripts, emotional assessments, or other information produced by the Platform in response to inputs.
"Platform" means Convrsy's proprietary AI software platform accessible via the internet, including all features, updates, and enhancements made available to Users.
"Services" means the software-as-a-service solution provided by Convrsy to User, as further described in Section 2.
"Subscription Term" means the period during which User is authorized to use the Platform and Services, as specified in the applicable Order Form.
Subject to these Terms, Convrsy grants User a limited, non-exclusive, non-transferable, non-sublicensable right, during the Subscription Term, for Authorized Users to access and use the Platform in connection with User's own internal business purposes.
The Services include:
Convrsy reserves the right to modify, update, or discontinue any feature or component of the Services at any time, provided that Convrsy will use commercially reasonable efforts to notify Users of material changes in advance.
Convrsy will provide standard technical support during normal business hours. Support requests should be submitted through the channels specified in your Order Form or on the Convrsy support portal.
Convrsy will provide Users with access to general updates, bug fixes, and feature enhancements to the Platform that are made generally available to all customers at no additional charge.
User is responsible for its and its Authorized Users' compliance with these Terms. User must ensure that Authorized Users are informed of and agree to the obligations set out herein.
User will not, and will not permit or assist third parties to:
User will designate one or more account administrators with authority to manage the account, add or remove Authorized Users, and otherwise act on User's behalf. Account credentials are personal to each Authorized User and may not be shared.
If User utilizes any recording feature within the Platform, User is solely responsible for providing all legally required notices to, and obtaining all legally required consents from, any individual whose conversation is recorded, in compliance with all applicable laws and regulations.
Convrsy retains all right, title, and interest in and to the Platform and Services, including all related intellectual property rights. These Terms do not grant User any ownership rights in the Platform or Services.
User retains all right, title, and interest in and to all Customer Data. User grants Convrsy a limited, non-exclusive right to host, transmit, process, review, analyze, and display Customer Data solely as necessary to provide the Services.
Convrsy may collect and analyze technical data relating to the access, use, and performance of the Platform, including logs, metadata, and telemetry ("Usage Data"). Convrsy may use de-identified and aggregated Usage Data to maintain, improve, and develop its products and services.
If User voluntarily provides feedback, suggestions, or comments about the Platform, User grants Convrsy a royalty-free, worldwide, irrevocable license to use such feedback to improve and enhance Convrsy's products and services.
User will pay Convrsy the fees set forth in the applicable Order Form. All fees:
Invoices are due and payable within 30 days of the invoice date. Overdue amounts will accrue interest at the lesser of 1.5% per month or the maximum rate permitted by applicable law.
Fees do not include any applicable taxes. Each party is responsible for any taxes imposed on it by law in connection with this Agreement.
If any fees remain overdue for more than 10 days after written notice from Convrsy, Convrsy reserves the right to suspend User's access to the Services without further notice until all outstanding amounts are paid in full.
Each party (the "Receiving Party") agrees to protect the other party's ("Disclosing Party's") Confidential Information with at least the same degree of care it uses to protect its own confidential information of like kind, and in no event less than reasonable care.
Confidentiality obligations do not apply to information that:
Each party represents and warrants that: (a) it has the legal authority to enter into and perform these Terms; (b) execution and performance of these Terms does not violate any agreement to which it is party; and (c) it will perform its obligations in accordance with applicable law.
Convrsy warrants that it will: (a) provide the Platform and Services in material conformance with these Terms; and (b) employ industry-standard technical and organizational measures to protect the Platform against malicious code and unauthorized access.
If the Platform fails to conform to the warranty in Section 8.2, Convrsy will, at its option, re-perform the affected Services, or provide User a pro-rata refund of fees paid for the non-conforming period.
EXCEPT FOR THE EXPRESS WARRANTIES IN THIS SECTION 8, THE PLATFORM AND SERVICES ARE PROVIDED "AS IS." CONVRSY EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
USER ACKNOWLEDGES THAT: (A) USER IS RESPONSIBLE FOR ALL INPUTS SUBMITTED TO THE PLATFORM; (B) AI-GENERATED OUTPUTS MAY BE INACCURATE, INCOMPLETE, INAPPROPRIATE, OR BIASED AND DO NOT REFLECT THE VIEWS OF CONVRSY; (C) USER IS SOLELY RESPONSIBLE FOR IMPLEMENTING HUMAN OVERSIGHT AND VERIFICATION PRACTICES; AND (D) USER SHOULD NOT RELY ON AI OUTPUTS WITHOUT INDEPENDENT VERIFICATION.
THE SERVICES ARE NOT INTENDED TO PROVIDE LEGAL, MEDICAL, OR PSYCHOLOGICAL ADVICE.
IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES.
THE TOTAL AGGREGATE LIABILITY OF EITHER PARTY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE BY USER TO CONVRSY IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
The parties acknowledge that the limitations of liability in this Section 9 reflect a reasonable allocation of risk and are an essential element of the basis of the bargain between the parties.
Convrsy will defend User against any third-party claim alleging that the Platform, as used in accordance with these Terms, infringes or misappropriates a third party's intellectual property rights, and will indemnify User for damages finally awarded.
User will defend Convrsy against any third-party claim arising from: (a) Customer Data; (b) User's or its Authorized Users' unauthorized or unlawful use of the Platform; or (c) User's violation of applicable law, including any failure to obtain required recording consents.
The indemnified party must: (a) promptly notify the indemnifying party in writing of the claim; (b) grant the indemnifying party sole control over the defense and settlement; and (c) use commercially reasonable efforts to mitigate losses.
These Terms commence on the date User first accesses the Services and continue until all Subscription Terms have expired or these Terms are otherwise terminated.
The initial Subscription Term is specified in the Order Form. Subscriptions automatically renew for successive one-year terms unless either party provides written notice of non-renewal at least 30 days before the end of the current term.
Either party may terminate these Terms:
Upon termination: (a) User's right to access and use the Services immediately ceases; (b) if User terminates due to Convrsy's material uncured breach, Convrsy will provide a pro-rata refund of prepaid unused fees; (c) in all other cases, no refund will be issued; and (d) Convrsy will make Customer Data available for electronic retrieval for 30 days following termination.
The following Sections survive any termination or expiration of these Terms: Section 1, Section 5.1, Section 5.3, Section 7, Section 8.4 and 8.5, Section 9, Section 10, and Section 12.
These Terms are governed by the laws of the State of New York, without regard to its conflict of law principles. Each party irrevocably submits to the exclusive personal jurisdiction of the state and federal courts located in New York City, New York.
Neither party may assign these Terms or any rights or obligations hereunder without the prior written consent of the other party. Either party may assign these Terms without consent in connection with a merger, acquisition, or sale of all or substantially all of its assets.
Your use of the Platform is also governed by our Data and Privacy Policy, which is incorporated into these Terms by reference. In the event of a conflict between the Data and Privacy Policy and these Terms with respect to the processing of personal data, the Data and Privacy Policy will control.
Convrsy may engage third-party service providers to assist in delivering the Services. Convrsy remains responsible for its subcontractors' performance to the same extent as its own performance.
Neither party will be liable for any delay or failure to perform (other than payment obligations) resulting from causes beyond its reasonable control, including natural disasters, acts of government, labor disputes, or internet or infrastructure outages.
Convrsy may identify User as a customer and use User's name and logo in marketing materials, customer lists, and press releases. User may revoke this permission at any time by written notice to Convrsy.
These Terms, together with any applicable Order Forms and incorporated agreements, constitute the entire agreement between the parties regarding its subject matter and supersede all prior and contemporaneous agreements and understandings.
If any provision of these Terms is found invalid or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.
All legal notices under these Terms must be in writing and delivered by email with confirmation of receipt or by overnight courier to the addresses set forth in the Order Form.
ACCEPTANCE
By accessing or using the Convrsy platform User agrees to be bound by these Terms and Conditions as of the Effective Date.
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