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1. User's Acknowledgment and Acceptance of Terms
Eventila Technologies Private Limited (CIN: U72100DL2015PTC281740, incorporated under the Companies Act, 2013, India) and Spyne AI Inc. (a corporation incorporated under the laws of the State of Delaware, USA) (together, "Spyne", "Company", "we", "our" or "us") jointly provide the www.spyne.ai website, the Converse AI calling agent platform, and all related services (collectively, the "Services") subject to these Terms of Service ("Terms").
These Terms, together with any applicable Order Form, SaaS Policy, Business Shoot Policy, Privacy Policy, and Data Processing Addendum ("DPA"), constitute a binding legal agreement between you and Spyne (the "Agreement").
By accessing or using the Services, you agree to be bound by these Terms. If you do not wish to be bound by these Terms, you may not use or access the Services. You must read, agree with, and accept all terms and conditions contained in this Agreement, including the Privacy Policy, Cookie Policy, and, where applicable, the Data Processing Addendum, before becoming a user.
In addition, when using the Services or materials on this site, users shall be subject to any posted rules applicable to such services or materials. All such guidelines or rules are hereby incorporated by reference.
Effective Date. These Terms are effective as of the date you first access or use the Services. We may update or modify these Terms from time to time. If we make material changes, we will provide reasonable notice, including by posting the updated Terms on our website or by email. Your continued use of the Services after such changes become effective constitutes your acceptance of the updated Terms.
For users in the United States: The Services are provided by Spyne AI Inc. For users in India and other jurisdictions: The Services are provided by Eventila Technologies Private Limited. In all cases, both entities are jointly and severally responsible for the obligations set out in these Terms.
2. Description of Services
Spyne provides a software-as-a-service platform and related services, including AI-powered image processing and editing, content generation, hosting, the Converse AI automated calling agent and voice intelligence platform, and associated tools (collectively, the "Services"). Features and functionalities may vary based on the applicable subscription plan or Order Form.
2.1 AI-Generated Content and Processing
Customer acknowledges that the Services incorporate artificial intelligence and machine learning models to process images, generate visual content, and conduct automated voice-based interactions. Spyne does not guarantee that AI outputs will be error-free, accurate, or suitable for all purposes. Customer is solely responsible for reviewing and validating all AI-generated outputs before use.
Spyne may use anonymized and aggregated data derived from Customer Data to train, improve, and optimize its AI models, provided such data does not identify Customer or any individual. Spyne will not use Customer Data to train general-purpose models that are made available to third parties without Customer's prior written consent.
2.2 Converse AI — Automated Calling Agent
2.2.1 Service Description
"Converse AI" means Spyne's proprietary, automotive-focused conversational AI platform that functions as a unified, always-on customer engagement layer for automotive dealerships. Converse AI enables automated inbound and outbound interactions with end users through artificial intelligence, natural language processing, and telephony infrastructure, and is designed to support the full customer lifecycle, including lead capture, qualification, appointment scheduling, follow-ups, service coordination, and long-term customer re-engagement. The platform is pre-trained on automotive sales and service workflows and integrates with third-party systems, including customer relationship management (CRM) and dealer management systems (DMS), and may operate across multiple communication channels, subject to the configuration and features subscribed by the Customer.
2.2.2 Compliance Obligations — United States
Customer acknowledges and agrees that use of the Calling Service in the United States is subject to, and Customer shall comply with, all applicable federal and state laws and regulations governing automated telephone calls and communications, including without limitation:
- Telephone Consumer Protection Act (TCPA), 47 U.S.C. § 227: Customer must obtain prior express written consent from each called party before making any autodialed, prerecorded, or artificial voice calls or text messages to wireless numbers, and prior express consent for calls to residential landlines. Customer is solely responsible for maintaining and evidencing all required consents.
- Federal Trade Commission Telemarketing Sales Rule (TSR), 16 C.F.R. Part 310: Customer must comply with all requirements of the TSR, including do-not-call obligations, disclosure requirements, and restrictions on abandoned calls.
- Do-Not-Call (DNC) Registry: Customer must scrub all call lists against the National Do Not Call Registry and any applicable state DNC registries prior to initiating calls. Customer must also honour internal do-not-call requests.
- State Laws: Customer is responsible for compliance with applicable state telemarketing, robocall, and privacy laws, including but not limited to California (CCPA/CPRA, California Penal Code § 632 et seq.), Florida, Texas, and other states with additional requirements.
- Calling Hours: Customer must ensure all calls are placed only during permissible hours under applicable federal and state law (generally 8:00 AM to 9:00 PM local time of the called party).
- Disclosure Requirements: All automated calls must include: (a) disclosure of the artificial or prerecorded nature of the call at the beginning of the call; (b) the name of the entity on whose behalf the call is being made; and (c) a contact telephone number or address.
Customer acknowledges that Spyne provides telephony infrastructure and AI technology only. Spyne is not responsible for Customer's compliance with TCPA, TSR, DNC, or any other applicable law. Customer assumes full legal and financial responsibility for all outbound and inbound calls made or received using the Calling Service.
2.2.3 Compliance Obligations — India
Customer acknowledges and agrees that use of the Calling Service in India is subject to, and Customer shall comply with, all applicable laws and regulations, including without limitation:
- Telecom Commercial Communications Customer Preference Regulations (TCCCP), 2018 issued by the Telecom Regulatory Authority of India (TRAI): Customer must register on the Distributed Ledger Technology (DLT) platform, obtain all required sender registrations, and ensure all commercial communications comply with scrubbing requirements and preference filters.
- Do Not Disturb (DND) Registry: Customer must scrub all call lists against the TRAI DND Registry prior to initiating any commercial or promotional calls. Customer is solely responsible for compliance.
- Information Technology Act, 2000 and applicable Rules: Customer must comply with all provisions governing electronic records, data protection, and cybersecurity applicable to the Calling Service.
- Digital Personal Data Protection Act, 2023 (DPDPA): Customer must ensure that personal data of Indian individuals processed through the Calling Service is handled in compliance with the DPDPA, including maintaining valid consent, fulfilling data principal rights, and notifying Spyne of any instructions relating to data processing.
- Consumer Protection Act, 2019 and Consumer Protection (E-Commerce) Rules, 2020: Customer must comply with applicable consumer protection requirements, including disclosure and redressal obligations.
Customer is solely responsible for registering all required entities on the DLT platform, obtaining necessary regulatory approvals, and ensuring compliance with TRAI regulations. Spyne provides technology infrastructure only and shall not be liable for Customer's non-compliance with TRAI or any other applicable Indian telecommunications regulation.
2.2.4 Call Recording and Consent
The Calling Service may enable recording of voice interactions. Customer is solely responsible for:
- obtaining all legally required consents from called parties prior to recording any conversation, in accordance with applicable federal and state law (including all-party consent states such as California, Florida, and others) in the US, and applicable Indian law;
- providing required disclosures to called parties at the commencement of any recorded call; and
- maintaining records of consents for the period required by applicable law.
Spyne may retain call recordings for a period solely for the purpose of providing and improving the Services. Customer may request deletion of recordings in accordance with applicable data protection law.
2.2.5 Prohibited Uses
Customers shall not use the Calling Service to:
- make calls to any individual or entity that has opted out or requested to not be contacted;
- transmit unsolicited commercial messages or spam in violation of applicable law;
- impersonate any person, entity, or government agency in a manner that is deceptive, harmful, or illegal;
- facilitate any fraudulent, harassing, threatening, or abusive communications;
- circumvent any do-not-call, consent, or opt-out mechanism; or
- violate any applicable law or regulation.
2.3 Service Level Agreement (SLA)
The Service Level Agreement ("SLA") outlines the general standards applicable to the provision of the Services. The Company shall use commercially reasonable efforts to make the Services available and perform in accordance with generally accepted industry practices; however, the Services are provided on an "as is" and "as available" basis. The Company does not guarantee uninterrupted or error-free operation and shall not be liable for downtime or performance issues resulting from factors beyond its reasonable control, including scheduled maintenance, third-party dependencies, or force majeure events. Any service levels referenced are targets only and do not constitute binding obligations unless expressly set forth in an applicable Order Form.
3. Registration Data and Privacy
In order to access some of the Services, you will be required to use an account and password obtained by completing our online registration form, which requests certain information and data ("Registration Data"). By registering, you agree that all information provided in the Registration Data is true and accurate and that you will maintain and update this information as required. The information we obtain through your use of this site, including your Registration Data, is subject to our Privacy Policy available at https://www.spyne.ai/terms-service, which is specifically incorporated by reference into these Terms.
3.1 Acceptable Use
Customers shall not, and shall not permit any third party to:
- (a) use the Services in violation of any applicable law or regulation, including without limitation TCPA, TSR, TRAI TCCCP, and applicable privacy laws;
- (b) upload or transmit any content that is unlawful, infringing, defamatory, or harmful;
- (c) reverse engineer, decompile, or attempt to extract source code of the Services;
- (d) interfere with or disrupt the integrity or performance of the Services;
- (e) use the Services for benchmarking or competitive intelligence purposes without Spyne's written consent;
- (f) circumvent usage limits, consent mechanisms, access restrictions, or do-not-call obligations; or
- (g) use the Calling Service to place calls to individuals who have not provided required consent or who are on applicable DNC registries.
Spyne reserves the right to suspend or terminate access for violations of this clause without liability.
4. License Agreement
You hereby grant Spyne a worldwide, royalty-free, non-exclusive license to host and use the Content in order to provide you with the Services and hereby represent and warrant that you have all the rights necessary to grant us such license.
The license includes the right to use your Content in connection with Spyne's operation of the Site, provided such Content is attributed to you in accordance with the credits (i.e., business name, profile picture, photo title, descriptions, tags, and other accompanying information), if any and as appropriate, as submitted by you at the time of uploading or otherwise providing such Content on the Site. Such use may include displaying, reproducing, modifying, formatting, and distributing the Content for the purposes of operating, promoting, and improving the Site and Spyne's services.
You are responsible for any content that you have posted to the site. We may also refuse to post, remove, or require you to remove any content, in whole or in part, alleged to be unacceptable, undesirable, inappropriate, or in violation of these Terms. If you believe any materials infringe your copyrighted works, you may provide a notification of claimed copyright infringement to info@spyne.ai.
4.1 Ownership of Customer Data
As between the parties, the User retains all rights, title, and interest in and to all data, content, images, call recordings, voice transcripts, and materials uploaded or otherwise provided by the User ("Customer Data"). Spyne does not acquire any ownership rights in Customer Data.
The User hereby grants Spyne a limited, non-exclusive, worldwide, royalty-free license to use, host, process, transmit, and display Customer Data solely for the purpose of providing, maintaining, and improving the Services, and as otherwise permitted under these Terms.
5. Fair Usage Policy
The User's use of the Services, including call volume and duration limits for the Calling Service, is subject to the storage, bandwidth, and usage limits specified in the applicable subscription plan available on Spyne's pricing page or in the applicable Order Form. Spyne reserves the right to update such limits with reasonable notice.
Spyne has the right to suspend or terminate any account immediately if it is determined that there is unlawful, prohibited, abnormal, or unusual activity, or if your use of the Services is contrary to this policy or applicable law.
6. Account, Subscription, and Billing
Each Customer account is limited to a single registered entity unless otherwise agreed in writing. Details regarding features, usage limits, and pricing are set forth on Spyne's pricing page or the applicable Order Form.
6.1 Subscription Terms
Subscriptions are purchased for the term specified in the Order Form (the "Subscription Term") and shall commence on the Subscription Start Date set forth therein. Billing shall begin from the Subscription Start Date, irrespective of actual usage or onboarding completion.
Unless otherwise specified in the Order Form, subscriptions shall automatically renew for successive periods equal to the Subscription Term, unless either party provides at least thirty (30) days' prior written notice of non-renewal before the end of the then-current term. Renewal shall be at Spyne's then-current pricing unless otherwise agreed in writing.
Customer authorizes Spyne to charge the designated payment method for all applicable fees upon invoice issuance and upon each renewal.
6.2 Fees, Payment, and Taxes
All fees shall be paid in advance in accordance with the applicable invoice and within the timelines specified in the Order Form.
Invoices not disputed on the day of receipt shall be deemed accepted and final. Payments shall be made without any set-off, counterclaim, or deduction. All fees are exclusive of applicable taxes, levies, or duties (including GST, sales tax, or withholding tax), which shall be borne by the Customer. All fees are non-cancellable and non-refundable, except as expressly stated in these Terms.
6.3 Lock-In Commitment and Cancellation
Customer acknowledges that the subscription is subject to a minimum committed term (the "Lock-In Period"), as specified in the applicable Order Form. Where the Order Form contemplates a phased rollout, staged onboarding, or future activation of additional locations, rooftops, or units (each, a "Committed Unit"), the Lock-In Period shall apply individually to each such Committed Unit commencing from its respective subscription start date.
Customer further agrees that all Committed Units identified in the Order Form, including those scheduled for future activation, constitute a binding commercial commitment. Accordingly, during the applicable Lock-In Period for each Committed Unit, the subscription shall be non-cancellable and non-terminable for convenience by the Customer, and Customer shall remain liable for all fees associated with such Committed Units, irrespective of whether activation is deferred, delayed, or not utilized.
Early Termination by Customer
Customer may not terminate the subscription during the applicable Lock-In Period. In the event Customer elects to terminate prior to the expiry of the Lock-In Period, all fees payable for the remainder of such Lock-In Period shall become immediately due and payable, without prejudice to any other rights or remedies available to Spyne.
Termination Process (Mandatory Notice Mechanism)
All termination or cancellation requests by Customer must be submitted exclusively in writing to Spyne at contractstermination@spyne.ai (or such other email address as may be notified by Spyne in writing from time to time).
All termination or cancellation requests by Customer must be submitted exclusively in writing to the email address specified in the applicable Order Form (or such other email address as may be notified by Spyne in writing from time to time). This is the only method for providing formal termination notice under the Agreement.
No termination, cancellation, or downgrade request shall be deemed valid unless it is submitted exclusively to the email address specified in the Order Form; and
Any communication through other channels—including to Customer Success Managers (CSMs), support teams, account managers, other Spyne employees, or any verbal/other form—shall not be considered valid notice of termination, regardless of content or intent.
Effective Date of Termination / Downgrade
Subject to the Lock-In Period, any approved termination, cancellation, or downgrade shall take effect in accordance with Spyne's confirmation, provided that all fees paid or payable for the applicable billing period shall remain non-refundable and non-cancellable.
No Relief from Payment Obligations
Termination, cancellation, or downgrade shall not relieve Customer of any fees accrued prior to the effective date of termination, or committed payment obligations, including those applicable during the Lock-In Period.
6.4 Late Payments and Suspension
Any delay in payment shall attract interest at a rate equal to the applicable Secured Overnight Financing Rate (SOFR), or the maximum rate permitted under applicable law, whichever is lower, accruing from the due date until the date of actual payment.
Spyne reserves the right to suspend or restrict access to the Services, without liability, in the event of any delay or failure in payment, until such time as all outstanding amounts are fully paid.
6.5 Payment Methods
Accepted payment methods include bank transfer, ACH, wire transfer, and credit/debit card, unless otherwise specified in the Order Form.
Cheque payments shall be accepted only with prior approval and shall be subject to clearance. A 4% processing and handling fee shall apply to all cheque payments.
Spyne reserves the right to mandate a specific payment method at its discretion. Customer may upgrade its subscription during an active Subscription Term. Such upgrades shall take effect immediately and may be billed on a prorated or revised basis, as determined by Spyne.
6.6 Non-Refundable Fees
All fees paid or payable under these Terms and the applicable Order Form are non-cancellable and non-refundable, except as expressly stated otherwise in these Terms or as required under applicable law.
Customer shall not be entitled to any refund, credit, or proration of fees for:
- any early termination of the subscription by Customer;
- any unused portion of the Services; or
- any downgrade in subscription during an active billing period.
To the extent Spyne provides any service credits in accordance with its SLA, such credits shall constitute Customer's sole and exclusive remedy for any failure to meet applicable service levels. Service credits will be applied only against future invoices, which are not redeemable for cash, and are non-transferable.
Nothing in these Terms shall limit any non-waivable rights of the Customer under applicable law.
7. Third Party Sites and Information
This site may link you to other sites on the Internet or otherwise include references to information, documents, software, materials, and/or services provided by other parties. These other sites and parties are not under our control, and you acknowledge that we are not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such sites. The inclusion of such a link or reference is provided merely as a convenience and does not imply endorsement of, or association with, the site or party by us, or any warranty of any kind, either express or implied.
8. Intellectual Property
By accepting these Terms, you acknowledge and agree that all content presented to you on this site, including the Converse AI platform, its underlying AI models, software, algorithms, and related technology, is protected by copyrights, trademarks, service marks, patents, or other proprietary rights and laws, and is the sole property of Spyne. You are only permitted to use the content as expressly authorized by us or the specific content provider.
Neither we nor our Affiliates warrant or represent that your use of materials displayed on, or obtained through, this site will not infringe the rights of third parties. Nothing in these Terms grants you any right to use any trademark, service mark, logo, and/or the name of Spyne.
10. Disclaimer of Warranties
All services (including the Converse AI calling service) are provided on an "as is" and "as available" basis without warranty of any kind, either express or implied, including but not limited to the warranties of merchantability, fitness for a particular purpose, and non-infringement. Spyne does not warrant that (a) the Services will meet your requirements; (b) the Services will be uninterrupted, timely, secure, or error-free; (c) AI-generated outputs or call transcripts will be accurate or reliable; or (d) the quality of any Services or information obtained by you from the site will meet your expectations.
This site could include technical or other mistakes, inaccuracies, or typographical errors. We may make changes to the materials and services at any time without notice. The use of the Services is done at your own discretion and risk.
You understand and agree that temporary interruptions of the services available through this site may occur as normal events. You further understand and agree that we have no control over third-party networks or telecommunications infrastructure you may access in the course of use of this site.
11. Limitation of Liability
In no event shall Spyne (including Eventila Technologies Private Limited and Spyne AI Inc.) or their affiliates be liable to you or any third party for any special, punitive, incidental, indirect, or consequential damages of any kind, including those resulting from loss of use, data, revenue, or profits, whether or not advised of the possibility of such damages, and on any theory of liability, arising out of or in connection with the use of the Services, including the Converse AI calling service.
To the maximum extent permitted by applicable law, Spyne's aggregate liability to Customer for any claims arising out of or related to these Terms or the Services shall not exceed the total fees paid by Customer to Spyne in the three (3) months immediately preceding the claim.
Further, Spyne shall not be liable for any claims, fines, penalties, or regulatory actions arising from Customer's non-compliance with TCPA, TSR, TRAI TCCCP, DNC obligations, or any other applicable telemarketing, privacy, or data protection law in connection with use of the Calling Service.
Nothing in this clause shall limit liability for fraud, wilful misconduct, or death or personal injury caused by negligence.
12. Indemnification
The User shall indemnify, defend, and hold harmless Spyne and its affiliates, officers, directors, employees, and agents from and against any claims, damages, losses, and expenses (including reasonable legal fees) arising out of or related to:
- (a) User's breach of these Terms;
- (b) User's misuse of the Services, including the Converse AI Calling Service;
- (c) User's non-compliance with TCPA, TSR, TRAI TCCCP, DNC obligations, or any applicable telemarketing, privacy, or data protection law;
- (d) User's failure to obtain required consents for automated calls or recordings; or
- (e) User Content infringing any third-party rights.
Spyne shall indemnify and defend the User against any third-party claims alleging that the Services, as provided by Spyne, infringe any intellectual property rights, and shall indemnify against damages finally awarded, provided the User promptly notifies Spyne and cooperates in the defense.
13. Data Protection
13.1 India — Digital Personal Data Protection Act, 2023 (DPDPA)
Spyne shall process personal data of Indian individuals in accordance with the Digital Personal Data Protection Act, 2023, and in accordance with its Privacy Policy. To the extent Spyne processes personal data on behalf of the User, the User shall be deemed the Data Fiduciary and Spyne shall act as a Data Processor solely for the purpose of providing the Services.
Spyne shall implement reasonable technical and organizational measures to protect personal data against unauthorized access, loss, or disclosure. Spyne shall promptly notify Customer upon becoming aware of any personal data breach affecting Customer Data.
13.2 United States — Privacy Laws
Spyne shall process personal data of US individuals in compliance with all applicable federal and state privacy laws, including:
- California Consumer Privacy Act (CCPA) / California Privacy Rights Act (CPRA): To the extent Spyne processes personal information of California residents on behalf of Customer, Spyne acts as a "service provider" under the CCPA/CPRA and shall not sell, share, or use such personal information except as directed by Customer or as necessary to provide the Services. Spyne shall assist Customer in fulfilling consumer rights requests as required under applicable law.
- Other State Privacy Laws: Spyne shall cooperate with Customer's compliance efforts under applicable US state privacy laws, including those of Virginia (VCDPA), Colorado (CPA), Connecticut (CTDPA), Texas, and other states with enacted privacy legislation.
- Federal Laws: Spyne shall comply with all applicable federal laws governing data privacy and security, including the Electronic Communications Privacy Act (ECPA), the Health Insurance Portability and Accountability Act (HIPAA) where applicable, and the Children's Online Privacy Protection Act (COPPA) where applicable.
Where Spyne processes personal data as a "business associate" under HIPAA, the parties shall enter into a Business Associate Agreement (BAA) prior to any such processing.
13.3 Data Security
Spyne shall implement and maintain reasonable technical and organizational security measures designed to protect Customer Data against unauthorized access, loss, or disclosure. Such measures shall include, at a minimum, access controls, encryption in transit and at rest, and periodic security reviews.
Spyne shall promptly notify Customer (and where required, relevant regulatory authorities) upon becoming aware of any material data breach affecting Customer Data, in accordance with applicable breach notification laws.
13.4 Data Processing Addendum
Where required by applicable law (including GDPR, DPDPA, or applicable US state privacy laws), the parties shall execute a Data Processing Addendum ("DPA") which sets out the terms governing Spyne's processing of personal data on behalf of Customer. In the event of any conflict between the DPA and these Terms with respect to the processing of personal data, the DPA shall prevail.
14. Confidentiality
Each party ("Receiving Party") agrees to maintain the confidentiality of all non-public, proprietary, or confidential information disclosed by the other party ("Disclosing Party") in connection with the Services ("Confidential Information").
Confidential Information shall not include information that:
- (a) is or becomes publicly available without breach of this Agreement;
- (b) was known to the Receiving Party prior to disclosure;
- (c) is lawfully received from a third party without restriction; or
- (d) is independently developed without use of the Confidential Information.
The Receiving Party shall use Confidential Information solely for the purpose of performing its obligations under this Agreement and shall not disclose such information to any third party except to its employees, contractors, or advisors who have a need to know and are bound by confidentiality obligations no less restrictive than those contained herein.
Each party may disclose Confidential Information if required by applicable law, court order, or regulatory authority, provided it gives the other party prior notice (where legally permitted) and reasonably cooperates in seeking a protective order. These obligations shall survive for a period of five (5) years following termination of the Services.
15. Security and Password
You are solely responsible for maintaining the confidentiality of your password and account, and for any and all statements made and acts or omissions that occur with your password and account. Our personnel will never ask you for your password. You may not transfer or share your account with anyone, and we reserve the right to immediately terminate your account if you do transfer or share your account.
We will take all reasonable efforts to protect your account, privacy, and content; however, we cannot guarantee absolute security. In the case that you are aware of any unauthorized access of your account, password, and/or content, you must notify Spyne immediately at info@spyne.ai.
16. Communications Services
We may make email, messaging, blogging, or chat services (collectively, "Communications") available to users of our site, either directly or through a third-party provider. We will not inspect or disclose the contents of private Communications except with the consent of the sender or the recipient, or as required by applicable law or court or governmental order.
If you have obtained user information through email registration or orders, you hereby consent that you will not use such user information except as may be specifically authorized by us. Emails collected may not be used for sending unsolicited emails. You agree to safeguard this information and may not share such information with any third parties.
16.1 Suspension of Services
Spyne may suspend or restrict access to the Services, in whole or in part, immediately upon notice if:
- (a) the User fails to pay any undisputed fees when due;
- (b) the User's use poses a security risk or may harm Spyne or other users;
- (c) required by applicable law, court order, or regulatory authority (including FCC, FTC, or TRAI);
- (d) the User is in material breach of these Terms; or
- (e) Spyne reasonably believes that continued provision of the Services may expose Spyne to legal liability.
Spyne shall use reasonable efforts to restore access once the issue is resolved.
17. Geographic Scope and Regulatory Compliance
The Services are made available globally. However, certain features, including the Converse AI Calling Service, may be subject to geographic restrictions based on applicable law and regulatory requirements. Customer is responsible for ensuring that its use of the Services in any jurisdiction complies with all applicable local laws and regulations.
Those who choose to access this site from locations outside the jurisdictions covered by these Terms do so on their own initiative and are responsible for compliance with local laws. Any offer for any product, service, and/or information made in connection with this site is void where prohibited.
18. Termination of Use
You agree that we may, in our sole discretion, terminate or suspend your access to all or part of the site with or without notice and for any reason, including, without limitation, breach of these Terms. Any suspected fraudulent, abusive, or illegal activity may be grounds for terminating your relationship and may be referred to appropriate law enforcement authorities.
Upon termination or suspension, your right to use the services available on this site immediately ceases, and you acknowledge and agree that we may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or this site. We shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension.
Effect on Call Data. Upon termination, Spyne shall, at Customer's request, provide a copy of call recordings and transcripts in a commercially reasonable format, subject to applicable data retention requirements and Spyne's data deletion schedule.
19. Force Majeure
Neither party shall be liable for any failure or delay in performance due to events beyond its reasonable control, including but not limited to acts of God, war, terrorism, riots, labour disputes, internet or telecommunications infrastructure failures, government-mandated shutdowns, or regulatory actions. The affected party shall promptly notify the other party and use reasonable efforts to resume performance as soon as practicable.
20. Notices
All notices to a party shall be in writing and shall be made either via email or conventional mail. Notices to us must be sent to the attention of Customer Service at legal@spyne.ai. Notices to you may be sent to the address supplied by you as part of your Registration Data. We may broadcast notices or messages through the site to inform you of changes to the site or other matters of importance, and such broadcasts shall constitute notice to you at the time of sending.
For regulatory or legal notices specifically relating to the Calling Service in the US, notices may also be sent to Spyne AI Inc. at its registered Delaware address. For India, notices may be sent to Eventila Technologies Private Limited at its registered office.
21. Entire Agreement and Order of Precedence
These Terms of Service constitute the entire agreement and understanding between us concerning the subject matter of this Agreement and supersede all prior agreements and understandings of the parties with respect to that subject matter.
In the event of any conflict or inconsistency between the documents forming part of this Agreement:
- (a) the applicable Order Form shall prevail;
- (b) the applicable service-specific terms (including SaaS Policy, Business Shoot Policy, or Converse AI Calling Terms) shall prevail over these Terms; and
- (c) these Terms shall prevail over any conflicting or additional terms proposed by the Customer, including in any purchase order or similar document, unless expressly agreed in writing by Spyne.
Any additional or conflicting terms proposed by the Customer are hereby rejected and shall have no force or effect.
22. Dispute Resolution, Arbitration, and Governing Law
22.1 Option A — India (Eventila Technologies Private Limited as Contracting Entity)
Any dispute, controversy, or claim arising out of or relating to these Terms, the Order Form, or the Services (a "Dispute") shall first be resolved through good-faith mutual discussions within thirty (30) days of written notice of the Dispute. If not resolved within such period, the Dispute shall be finally resolved by binding arbitration as the sole and exclusive method of dispute resolution, except for the limited court rights set out below.
The arbitration shall be conducted in accordance with the Arbitration and Conciliation Act, 1996, as amended; by a sole arbitrator mutually appointed by the Parties; with its seat and venue in Gurugram, Haryana, India; and in the English language.
These Terms shall be governed by and construed in accordance with the laws of India, without regard to its conflict of laws principles. Either Party may seek interim or injunctive relief before the competent courts at Gurugram, which shall have exclusive jurisdiction for such purposes.
22.2 Option B — United States (Spyne AI Inc. as Contracting Entity)
Any Dispute shall first be resolved through good-faith mutual discussions within thirty (30) days of written notice. If not resolved, it shall be finally resolved by binding arbitration administered under the Commercial Arbitration Rules of the American Arbitration Association (AAA); by a sole arbitrator; with its seat in Delaware, USA; and in the English language.
These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of laws principles. Either Party may seek interim or injunctive relief before the competent courts located in Delaware, which shall have exclusive jurisdiction for such purposes.
Class Action Waiver (US Customers): To the fullest extent permitted by applicable law, each party agrees that any dispute resolution proceedings will be conducted only on an individual basis and not in a class or representative action. If for any reason a claim proceeds in court rather than through arbitration, each party waives any right to a jury trial.
22.3 Option C — International (Non-India / Non-US Customers)
Any Dispute shall first be resolved through good-faith mutual discussions within thirty (30) days of written notice. If not resolved, it shall be finally resolved by binding arbitration administered by the Singapore International Arbitration Centre (SIAC) in accordance with its rules; by a sole arbitrator; with its seat in Singapore; and in the English language.
These Terms shall be governed by and construed in accordance with the laws of England and Wales (or, at Spyne's election, Singapore), without regard to conflict of laws principles.
23. Miscellaneous
In any action to enforce these Terms, the prevailing party will be entitled to costs and attorneys' fees. Any cause of action brought by you against us or our Affiliates must be instituted within one (1) year after the cause of action arises or be deemed forever waived and barred.
You may not assign your rights and obligations under these Terms to any party, and any purported attempt to do so will be null and void. We may freely assign our rights and obligations under these Terms, including in connection with a merger, acquisition, or sale of all or substantially all our assets.
You agree not to sell, resell, reproduce, duplicate, copy, or use any commercial purposes any portion of this site, or use of or access to this site.
If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
Any failure by us to enforce or exercise any provision of these Terms or related rights shall not constitute a waiver of that right or provision.
Relationship of the Parties. The parties are independent contractors. Nothing in these Terms creates any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties.
24. Contact Information
For general inquiries, please contact us at: info@spyne.ai.
For contract termination requests: contractstermination@spyne.ai.
For data protection, privacy, or TCPA-related inquiries: legal@spyne.ai
India: Eventila Technologies Private Limited | Unit No. 102, First Floor, Bestech Business Tower, Sector 48, Sohna Road, Gurugram, Haryana 122018, India | CIN: U72100DL2015PTC281740
United States: Spyne AI Inc. | Registered Office: 3524 Silverside Rd Ste 35b Wilmington, De 19810 | EIN: 37-2061208
