Terms and Conditions
These Terms and Conditions (“Terms”) govern access to and use of soluzionali.com, VoiceAssistant by Soluzionali, and related applications, APIs, communications, integrations, software, and services (collectively, the “Services”) provided by Soluzionali LLC (“Soluzionali,” “we,” “us,” or “our”).
By accessing the Services, creating or activating an account, clicking a button or checkbox indicating acceptance, or using the Services, you agree to these Terms. If you use the Services for an organization, you represent that you have authority to bind that organization, and “you” includes that organization. If you do not agree, do not use the Services.
1. Eligibility and business use
You must be at least 18 years old and legally capable of entering into a binding agreement. The Services are intended primarily for business and professional use, not personal, family, or household use.
2. Customer agreements and order of precedence
If your organization has a separate signed master services agreement, order form, statement of work, data-processing addendum, or other written agreement with Soluzionali (a “Customer Agreement”), that Customer Agreement controls to the extent of a direct conflict with these Terms. Otherwise, these Terms form the complete agreement governing the Services.
3. Accounts and administrators
- You must provide accurate, current information and keep it updated.
- You are responsible for safeguarding credentials and for activity conducted through your account.
- You must promptly notify us of suspected unauthorized access or security incidents.
- Organization administrators may create, manage, suspend, access, or terminate user accounts and may control integrations, permissions, and customer data.
- Soluzionali may rely on instructions from authorized administrators.
4. License and permitted use
Subject to these Terms and payment of applicable fees, Soluzionali grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services during the applicable subscription or authorized-use period for your internal business purposes.
5. Acceptable use
You may not, and may not permit others to:
- Use the Services unlawfully, fraudulently, deceptively, abusively, or in violation of third-party rights.
- Send spam, unsolicited communications, prohibited content, or messages without legally sufficient consent.
- Upload malware, attempt unauthorized access, interfere with operation, evade security controls, or conduct vulnerability testing without written authorization.
- Reverse engineer, decompile, copy, scrape, resell, lease, sublicense, or create derivative works from the Services except where applicable law prohibits restriction.
- Use the Services to make fully automated high-impact decisions concerning employment, credit, housing, insurance, healthcare, legal rights, or safety without appropriate human review and legal compliance.
- Submit data you lack the right or authority to process.
- Use the Services to develop or benchmark a competing product except with written permission.
- Misrepresent identity, authorization, affiliation, or the source or purpose of communications.
6. Customer data and instructions
“Customer Data” means information, content, recordings, transcripts, prompts, messages, CRM records, calendar information, and other data submitted to or processed through the Services by or for you. As between the parties, you retain rights in Customer Data.
You grant Soluzionali a worldwide, non-exclusive right to host, copy, transmit, process, modify, and display Customer Data solely as necessary to provide, secure, maintain, support, and improve the Services, comply with law, and enforce agreements.
You represent and warrant that:
- You have all rights, notices, permissions, and consents required to provide and process Customer Data.
- Your instructions and use of the Services comply with applicable law, contracts, privacy obligations, employment rules, and communications-consent requirements.
- You will not submit highly sensitive data unless expressly supported and authorized in writing.
7. Integrations and third-party services
The Services may interoperate with third-party products such as CRM, calendar, cloud, identity, AI, email, telephony, and messaging services. You authorize Soluzionali to exchange Customer Data with integrations you enable. Third-party services are governed by their own terms, policies, fees, availability, and security practices.
Soluzionali does not control and is not responsible for third-party services, including outages, changes, data loss, rate limits, discontinued functionality, inaccurate output, or actions taken by those providers.
8. Artificial intelligence and output
The Services may generate summaries, recommendations, classifications, transcriptions, drafts, actions, or other output using AI or automated processing (“Output”). Output may be inaccurate, incomplete, offensive, outdated, or unsuitable for a particular purpose. Similar Output may be generated for other users.
You are solely responsible for reviewing Output, validating material facts, obtaining required approvals, and determining whether and how to use Output. You must not rely on Output as legal, medical, tax, financial, employment, safety, or other professional advice. Soluzionali is not responsible for decisions, communications, records, or actions taken based on unreviewed or inaccurate Output.
9. Communications and SMS terms
If you opt in to SMS account notifications, you authorize Soluzionali to send transactional messages related to your account, workflows, and activities. Message frequency varies. Message and data rates may apply. Reply STOP to opt out or HELP for assistance. Consent is not a condition of purchase. Mobile carriers are not liable for delayed or undelivered messages.
You may not provide another person’s telephone number or cause messages to be sent to that person unless you have authority to do so and the recipient has provided any consent required by law and carrier policy. See our SMS Opt-In and Opt-Out Consent Notice.
10. Fees, taxes, and payment
Fees, billing terms, usage limits, renewal terms, and payment obligations are stated in the applicable Customer Agreement, order form, or checkout process. Unless otherwise stated, fees are non-cancelable and non-refundable except where required by law. You are responsible for applicable taxes other than taxes imposed on Soluzionali’s net income.
11. Changes to the Services
We may add, modify, suspend, or discontinue features to improve the Services, address security or legal requirements, respond to third-party changes, or manage operations. We do not guarantee that any particular feature or integration will remain available. Material commitments in a signed Customer Agreement remain subject to that agreement.
12. Suspension and termination
We may suspend or restrict access immediately if we reasonably believe use of the Services creates a security risk, violates law or these Terms, threatens third parties, may subject us or our providers to liability, or if required fees are overdue. We will use reasonable efforts to provide notice where practicable.
Either party may terminate as allowed by the applicable Customer Agreement. If no Customer Agreement applies, you may stop using the Services, and we may terminate or discontinue access upon reasonable notice, except that immediate action may be taken for cause. Sections that by their nature should survive termination will survive, including ownership, disclaimers, limitations, indemnity, dispute resolution, and payment obligations.
13. Intellectual property
Soluzionali and its licensors retain all rights in the Services, software, designs, documentation, workflows, models, technology, trademarks, and related intellectual property, including improvements and derivative works. No rights are granted except those expressly stated.
If you provide feedback, ideas, or suggestions, you grant Soluzionali a perpetual, irrevocable, worldwide, royalty-free right to use them without restriction or compensation, provided we do not publicly identify you as the source without permission.
14. Confidentiality
Each party may receive non-public information that should reasonably be understood as confidential. The receiving party will use such information only to perform or exercise rights under the agreement and will protect it using reasonable care. Confidential information does not include information that is independently developed, lawfully received without restriction, publicly available without breach, or already known without confidentiality duty. Legally compelled disclosure is permitted subject to notice where lawful.
15. Privacy
Our Privacy Policy explains how we process personal information. You are responsible for providing legally required notices and obtaining permissions for your collection and use of personal information through the Services.
16. Disclaimer of warranties
To the maximum extent permitted by law, the Services, documentation, output, and all related materials are provided “as is” and “as available.” Soluzionali disclaims all express, implied, statutory, and other warranties, including merchantability, fitness for a particular purpose, title, non-infringement, accuracy, availability, security, quiet enjoyment, and any warranties arising from course of dealing or usage of trade.
Soluzionali does not warrant that the Services will be uninterrupted, error-free, secure, or free of harmful components; that data will never be lost; that defects will be corrected; or that output, integrations, automations, communications, or actions will be accurate, complete, timely, or suitable for your requirements.
17. Limitation of liability
To the maximum extent permitted by law, Soluzionali and its affiliates, officers, employees, contractors, licensors, and providers will not be liable for indirect, incidental, special, exemplary, consequential, punitive, or reliance damages; loss of profits, revenue, business, goodwill, data, or use; business interruption; replacement services; or costs arising from third-party claims, even if advised of the possibility.
To the maximum extent permitted by law, the total aggregate liability of Soluzionali arising out of or relating to the Services or these Terms will not exceed the greater of (a) the fees paid or payable to Soluzionali for the affected Services during the three months immediately preceding the event giving rise to the claim or (b) one hundred U.S. dollars (US $100).
The exclusions and limitations apply regardless of the theory of liability and even if a remedy fails of its essential purpose. They do not apply to liability that cannot lawfully be excluded or limited.
18. Indemnification
To the maximum extent permitted by law, you will defend, indemnify, and hold harmless Soluzionali and its affiliates, officers, employees, contractors, licensors, and providers from claims, damages, judgments, losses, liabilities, penalties, fines, costs, and reasonable attorneys’ fees arising from or related to: (a) Customer Data; (b) your use or misuse of the Services; (c) your violation of law, these Terms, or third-party rights; (d) communications sent or actions taken through your account; (e) your failure to obtain required consent or authorization; or (f) disputes between you and your users, employees, customers, or third parties. Soluzionali may control the defense and settlement of a claim, and you will reasonably cooperate.
19. Dispute resolution; binding arbitration; class-action waiver
Please read this section carefully. Before filing a claim, a party must send written notice describing the dispute and requested relief and allow 30 days for informal resolution. Notices to Soluzionali must be sent to legal@soluzionali.com and the mailing address below.
Except for eligible small-claims matters or requests for temporary injunctive relief concerning intellectual property, unauthorized access, or misuse, disputes arising out of or relating to the Services or these Terms will be resolved by final, binding, individual arbitration administered by the American Arbitration Association under its applicable commercial arbitration rules. The arbitration will take place in Orange County, Florida, unless the parties agree otherwise, and may be conducted remotely.
Claims may be brought only in an individual capacity and not as a plaintiff or class member in a class, consolidated, collective, coordinated, mass, or representative action. The arbitrator may award relief only to the individual party seeking relief.
You may opt out of this arbitration provision by emailing legal@soluzionali.com within 30 days after first accepting these Terms. The notice must identify you and your organization and clearly state that you are opting out of arbitration. Opting out does not affect other Terms.
20. Governing law and venue
These Terms are governed by Florida law, without regard to conflict-of-law rules. If a dispute is not subject to arbitration, the exclusive jurisdiction and venue will be the state and federal courts located in Orange County, Florida, and each party consents to personal jurisdiction there. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
21. Export, sanctions, and anti-corruption
You may not use or export the Services in violation of U.S. export-control, sanctions, or anti-corruption laws. You represent that you are not prohibited from receiving the Services under applicable law.
22. Force majeure
Soluzionali is not liable for delay or failure caused by events beyond reasonable control, including internet or cloud outages, telecommunications failures, labor disputes, governmental action, natural disasters, epidemics, war, terrorism, cyberattacks, utility failures, or third-party-provider disruption.
23. General terms
- Assignment: You may not assign these Terms without our prior written consent. We may assign them in connection with a merger, reorganization, sale, or by operation of law.
- No agency: The parties are independent contractors. These Terms do not create employment, agency, partnership, joint venture, fiduciary, or franchise relationships.
- No third-party beneficiaries: Except as expressly stated, no third party has rights under these Terms.
- Waiver: Failure to enforce a provision is not a waiver.
- Severability: If a provision is unenforceable, it will be modified to the minimum extent necessary, and the remainder will remain effective.
- Electronic communications: You consent to receive agreements, notices, and records electronically.
- Headings: Headings are for convenience only.
- Entire agreement: These Terms and any applicable Customer Agreement are the complete agreement regarding their subject matter.
24. Changes to these Terms
We may update these Terms from time to time. We will post the revised Terms and update the “Last updated” date. Material changes will apply prospectively, and we will provide additional notice where required. Continued use after the effective date constitutes acceptance, except where law requires a different form of consent.
25. Contact
Soluzionali LLC
Orlando, Florida, United States
Legal notices: legal@soluzionali.com
General inquiries: hello@soluzionali.com