Terms of Service

Terms of Service

These Terms of Service ("Terms") form a legal agreement between you (the "Organization," "you," or "your") and Actual Voice Inc. ("Actual Voice," "we," "us," or "our"). They govern your access to and use of the Actual Voice platform, including our website, applications, and related services (the "Service").

By creating an account, accessing the Service, or using any part of the platform, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you are entering into these Terms on behalf of an organization, you represent that you have the authority to bind that organization.

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1. Definitions

• "Organization" — the organization or individual that creates an account and uses the Service.
• "Respondent" — an individual who provides voice feedback through the Service at the Organization's request (e.g., employee, customer, guest, student, citizen).
• "Voice Feedback" — audio recordings (typically up to 60 seconds, with a brief grace period; up to approximately 90 seconds maximum) that Respondents provide in response to questions created by the Organization.
• "Question" — a feedback prompt created by the Organization and presented to Respondents.
• "Extracted Features" — data derived from Voice Feedback, including transcripts, engagement signals, sentiment scores, theme tags, embedding vectors, and other processing outputs.
• "Design Partner" — an Organization participating in a free pilot in exchange for product feedback and use case validation.
• "Content" — any data, text, images, audio, or other materials uploaded or created through the Service.

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2. Acceptance and Scope

2.1 Agreement to Terms

By using the Service, you agree to these Terms in their entirety. If you do not agree, do not use the Service.

2.2 Privacy Policy

Our Privacy Policy is incorporated into these Terms by reference. It describes how we collect, use, and protect data.

2.3 Modifications

We may update these Terms from time to time. Material changes will be communicated via email at least 30 days in advance. Continued use of the Service after changes take effect constitutes acceptance of the modified Terms.

Material changes include: new data uses, changes to payment terms, changes to Organization responsibilities, or modifications to limitation of liability.

2.4 Eligibility

You must be at least 18 years old and have the legal capacity to enter into contracts. If you represent an organization, you must have authority to bind that organization.

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3. Service Description

3.1 What Actual Voice provides

Actual Voice is a voice feedback platform that enables Organizations to:

• Create feedback campaigns ("Questions") with customizable voice prompts
• Collect voice recordings from Respondents (typically up to 60 seconds, with a brief grace period; up to approximately 90 seconds maximum)
• Receive insights based on transcripts, engagement signals, sentiment, and themes
• View aggregated metrics and trends through a web-based dashboard
• Export aggregated reports

3.2 How the Service works

1. The Organization creates a Question (e.g., "What's working well?", "What could be better?").
2. Respondents the Organization invites record voice responses through a browser, typically by scanning a QR code or following a link.
3. Our backend pipeline transcribes the audio, generates an engagement signal, performs sentiment and theme analysis, and applies safety/privacy checks.
4. The original audio file is deleted from our storage after successful processing — typically within seconds to under a minute.
5. The Organization accesses aggregated insights through the dashboard. A minimum of five responses is required before any segmented or filtered view is shown.

3.3 Engagement signal

Each response receives an Engagement classification: Invested, Engaged, Moderate, or Passive. This is an estimate of how invested the Respondent appears to be in providing useful feedback. It is presented in aggregate and is not exposed at the individual level.

3.4 Service availability

We aim for 99% uptime, excluding scheduled maintenance. The Service is provided "as is" and we do not guarantee uninterrupted access. Scheduled maintenance is announced at least 48 hours in advance where feasible.

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4. Account Registration and Security

4.1 Account creation

To use the Service you must:

• Provide accurate, complete, and current information
• Maintain and update that information as needed
• Designate at least one administrator with authority to manage the account on behalf of the Organization

4.2 Account security

You are responsible for:

• The confidentiality of login credentials
• All activity that occurs under your account
• Notifying us immediately of any unauthorized access (security@actualvoice.ai)

You agree not to:

• Share account credentials with unauthorized individuals
• Allow others to use your account
• Create multiple accounts to circumvent plan limits

4.3 User roles

The platform supports two user roles within an Organization:

• Administrators can create and manage Questions, view aggregated insights, configure account settings, and manage other users.
• Members have a subset of these permissions as configured by an administrator.

Neither role can access individual audio recordings (which are deleted) or view individual transcripts attributed to specific Respondents.

User role functionality continues to evolve. We will document changes as they ship.

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5. Organization Responsibilities

5.1 Lawful use

You agree to use the Service only in permitted ways and never for blocked uses.

5.2 Prohibited customer types and use cases

The Service may not be used by, or on behalf of, the blocked customer types below. It also may not be used for the blocked use cases below.

• Why these limits exist: Voice feedback creates an asymmetric dynamic between the people asking and the people answering. When collected without genuine consent or used for surveillance rather than improvement, it stops being communication and starts being control. We will not enable that.
• Enforcement: we reserve the right to immediately terminate service to any Organization discovered to be using the platform for prohibited purposes, with no refund of fees paid.

If you are uncertain whether your intended use is permitted, contact us before signing up: privacy@actualvoice.ai.

5.3 Respondent consent

You are solely responsible for obtaining all necessary consents from Respondents before collecting Voice Feedback. Before collecting feedback, you must:

• Inform Respondents that voice recordings will be collected and processed
• Disclose how the data will be used (insights, anonymization, aggregation)
• Link to our Privacy Policy or provide equivalent notice
• Obtain affirmative consent (opt-in) where legally required
• Provide opt-out mechanisms where applicable
• Comply with jurisdiction-specific consent requirements (PIPEDA, CCPA, and others)

We provide consent tools (pre-recording notice, link to privacy policy, etc.), but you are responsible for deployment and compliance.

You represent and warrant that:

• You have lawful authority to collect Voice Feedback from Respondents
• You have obtained all necessary consents before using the Service
• You comply with applicable data protection laws in your jurisdiction

5.4 No retaliation

You agree not to retaliate against Respondents for:

• Providing honest feedback
• Declining to participate
• Requesting deletion of their data
• Exercising privacy rights

We recommend (and cannot enforce):

• Communicating anonymity protections clearly
• Building psychological safety through leadership behavior
• Acting on feedback transparently
• Never attempting to identify who said what

5.5 Prohibited Questions

You agree not to create Questions that:

• Request Protected Health Information (in healthcare contexts — see Section 5.7)
• Solicit illegal activity or harmful behavior
• Violate third-party intellectual property rights
• Include discriminatory, harassing, or offensive content
• Attempt to collect sensitive personal information beyond what is necessary

We reserve the right to review and remove Questions that violate these Terms.

5.6 Acknowledging the limits of AI insights

You acknowledge that:

• AI-generated transcripts, engagement classifications, sentiment scores, and theme tags may contain errors
• Engagement classifications are estimates, not measurements
• Insights should inform decisions, not be the sole basis for consequential actions
• You are responsible for validating insights before acting on them

5.7 Healthcare Organizations (special requirements)

The Service is not currently HIPAA-compliant. You may only use the Service in healthcare contexts for non-PHI feedback (e.g., experience feedback about facilities, staff communication, wait times).

Our platform automatically blocks Questions designed to elicit Protected Health Information (medical conditions, treatments, medications, diagnoses) when created in healthcare-coded categories.

We plan to offer HIPAA-compliant infrastructure (Business Associate Agreement, audit logs, enhanced controls) in a future release. Contact sales@actualvoice.ai for updates.

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6. Data Processing Terms (Embedded DPA)

This section constitutes a Data Processing Agreement between the Organization (data controller) and Actual Voice (data processor) for purposes of PIPEDA, CCPA, and other applicable privacy laws.

6.1 Roles

You (Organization) are the data controller. You:

• Determine the purposes and means of collecting Voice Feedback
• Decide which Respondents to invite and what Questions to ask
• Are responsible for obtaining consent and complying with privacy laws
• Instruct us to process data on your behalf for insights delivery

We (Actual Voice) are the data processor. We:

• Process Voice Feedback on your behalf to generate insights
• Follow your instructions as outlined in these Terms
• Implement appropriate security measures
• Assist you with privacy requests (access, deletion, correction)

6.2 Dual-use framework

• Primary use — processor role: we process Voice Feedback to provide insights to you: transcription, engagement and sentiment analysis, theme extraction, dashboards, reports, and storage of Extracted Features for your ongoing access.
• Secondary use — independent controller role: we use anonymized, aggregated Extracted Features to improve the Service: calibrating analysis models, developing new features, generating cross-organization benchmarks, and publishing aggregate research where it can be done without identifying any individual or any single Organization.
• Legal basis for secondary use: legitimate interest in improving a service that benefits all customers, paired with anonymization, purpose limitation, and a commitment not to re-identify.

You acknowledge and consent to this dual-use framework.

6.3 Sub-processors

We use the third-party sub-processors listed in our Privacy Policy (Section 5). Your rights:

• We provide reasonable advance notice before adding new sub-processors that process Respondent data.
• You may object to new sub-processors. We will work with you to find an alternative or, if that's not feasible, allow you to terminate without penalty.
• We maintain appropriate agreements with all sub-processors.

6.4 Data security

We implement appropriate technical and organizational measures, including:

• Encryption in transit and at rest using our infrastructure providers' standard controls
• Authentication via Supabase Auth and (where enabled) Google OAuth
• Role-based access within Organizations
• Limited and logged production access by Actual Voice personnel
• Automated deletion of Voice Feedback after processing, with cleanup jobs for failure recovery
• Error monitoring (Sentry) on processing and deletion paths

Formal third-party penetration testing and SOC 2 attestation are planned as the company matures and as enterprise customer requirements justify them. They are not currently in place.

6.5 Data breach notification

In the event of a data breach affecting Respondent data:

• We will notify you without undue delay, and in any case within 72 hours of becoming aware
• Notification will include the nature of the breach, affected data categories, mitigation steps, and contact information
• You are responsible for notifying Respondents and regulatory authorities as required by applicable law
• We will cooperate with your breach response and any regulatory inquiries

6.6 Assistance with privacy rights

We will reasonably assist you in responding to Respondent requests:

• Access: to the extent identifiable in our system, we'll provide associated data
• Deletion: we'll delete data from production systems within 30 days of a verified request
• Correction: we'll update transcripts where feasible
• Portability: we'll provide data in a machine-readable format

We aim to fulfill assistance requests within 30 days. You are responsible for verifying Respondent identity.

6.7 Data retention and deletion

Retention timelines are described in our Privacy Policy (Section 9).

You may request deletion of specific Questions or all Organization data at any time: privacy@actualvoice.ai.

After account closure, we will delete your account data and Respondent data within 90 days.

Anonymized, aggregated data may persist indefinitely because it cannot be linked back to individuals or to your Organization.

Billing records are retained as required by Canadian tax and corporate law.

6.8 Data transfers

Our primary database and storage are in Canada (Supabase, Canada Central). Some sub-processors operate from the United States. Cross-border transfers are protected by sub-processor commitments, applicable transfer mechanisms, and encryption in transit and at rest.

6.9 Audits

Upon reasonable notice (at least 30 days), you may request documentation of our security practices, information about sub-processors, and copies of any third-party attestations or reports we hold. On-site audits require mutual agreement and may incur fees.

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7. Intellectual Property

7.1 Actual Voice IP

We retain all rights, title, and interest in:

• The Service platform (software, code, design, UI/UX)
• Our processing pipeline, models, algorithms, and proprietary methods
• Trademarks, logos, and brand assets
• Documentation and training materials

7.2 Organization Content

You retain ownership of:

• Questions and configurations you create
• Voice Feedback collected from Respondents (subject to our processing rights)
• Organization-specific customizations

You grant us a limited, non-exclusive, worldwide license to:

• Process Voice Feedback to provide the Service
• Use anonymized Extracted Features for product improvement and model development as described in Section 6.2
• Display your Organization name and logo (with permission) for marketing purposes

7.3 Extracted Features and model development

• Raw Voice Feedback (audio, transcripts): you own; we process on your behalf.
• Anonymized Extracted Features (engagement signals, sentiment, themes, embeddings): we hold rights to use these for product improvement and model development after anonymization.
• AI models and pipelines: we own; trained and tuned using aggregated, anonymized data across customers.

You acknowledge that anonymized Extracted Features cannot reasonably be traced back to specific Respondents and that model improvements benefit all customers.

7.4 Feedback and suggestions

If you provide feedback, suggestions, or ideas about the Service:

• You grant us a perpetual, royalty-free license to use them
• We are not obligated to implement suggestions
• You waive any claim to compensation for implemented ideas

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8. Payment Terms

8.1 Pricing

The Service is currently free for Design Partners during the pilot period. Paid tiers will be introduced separately. Pricing for paid tiers will be communicated in advance and will require explicit acceptance before any charge is incurred.

8.2 Future paid plans

When paid plans become available, applicable pricing, billing terms, and payment processor terms will be added to these Terms or to a separate order form.

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9. Service Level

We aim for 99% uptime, excluding scheduled maintenance and circumstances beyond our reasonable control. We do not currently offer financial service-level credits.

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10. Warranties and Disclaimers

10.1 Mutual warranties

Each party warrants that it has authority to enter into these Terms, that its performance will comply with applicable law, and that it will not knowingly infringe third-party intellectual property rights.

10.2 Organization warranties

You represent and warrant that:

• You have obtained necessary consents from Respondents
• Your use of the Service complies with employment, consumer protection, and privacy laws
• You will not use the Service for unlawful purposes
• Questions and Content do not violate third-party rights

10.3 Disclaimers

To the maximum extent permitted by law, the Service is provided "as is" and "as available" without warranties of any kind, express or implied, including:

• Implied warranties of merchantability, fitness for a particular purpose, or non-infringement
• Warranties that the Service will be uninterrupted, error-free, or secure
• Warranties that AI-generated insights are accurate, complete, or reliable

Specific disclaimers:

• AI accuracy: transcripts, engagement classifications, sentiment scores, and themes may contain errors
• Engagement classifications: estimates only, not measurements
• Predictive features: we cannot guarantee accuracy of any predicted trend
• Third-party integrations: we are not responsible for third-party service failures

You acknowledge:

• You are responsible for validating insights before acting on them
• You should not rely solely on the Service for high-stakes decisions
• AI is a tool to inform judgment, not replace it

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11. Limitation of Liability

11.1 Liability cap

To the maximum extent permitted by law, our total liability to you for all claims arising from these Terms or use of the Service, whether in contract, tort, or otherwise, shall not exceed:

• Free Tier / Design Partners: CAD $100
• Paid Plans (when available): the amount paid to us in the 12 months preceding the claim

11.2 Excluded damages

We are not liable for:

• Indirect, incidental, special, consequential, or punitive damages
• Lost profits, revenue, data, or business opportunities
• Reputational harm or goodwill
• Cost of substitute services
• Damages arising from your misuse of the Service

This applies even if we have been advised of the possibility of such damages.

11.3 Exceptions

The limitations above do not apply to:

• Our intentional misconduct or gross negligence
• Breaches of confidentiality
• Violations of intellectual property rights
• Liabilities that cannot be limited by law (e.g., personal injury, fraud)

11.4 Allocation of risk

You acknowledge that the fees charged (or, in the case of Design Partners, the absence of fees) reflect this allocation of risk and that we would not enter into these Terms without these limitations.

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12. Indemnification

12.1 Your obligations

You agree to indemnify, defend, and hold harmless Actual Voice, our affiliates, officers, employees, and agents from any claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising from:

• Your violation of these Terms
• Your violation of Respondent privacy rights or applicable laws
• Your failure to obtain necessary consents from Respondents
• Your misuse of the Service (surveillance, retaliation, discrimination)
• Your Content or Questions infringing third-party rights
• Respondent claims arising from your use of insights (e.g., wrongful termination based on feedback)

12.2 Our obligations

We agree to indemnify you from third-party claims that the Service infringes their intellectual property rights, provided you (a) notify us promptly, (b) give us control of the defense and settlement, and (c) cooperate with our defense.

Our remedies (at our option):

• Defend the claim
• Modify the Service to avoid infringement
• Obtain a license for continued use
• Terminate the Service and refund any prepaid, unused fees

This obligation does not apply if the infringement arises from your modification of the Service, your combination of the Service with third-party products, or your use in violation of these Terms.

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13. Term and Termination

13.1 Term

These Terms begin when you create an account and continue until terminated.

13.2 Termination by you

• Free Tier: at any time, no notice required
• Design Partners: at any time, no notice required
• Paid Plans (when available): 30 days' written notice; no refund for partial periods

To terminate, email support@actualvoice.ai.

13.3 Termination by us

We may terminate or suspend your account:

• For cause (immediate): violation of these Terms, illegal activity, non-payment after a 15-day cure period, retaliation against Respondents
• For convenience (30 days' notice): discontinuation of the Service or other business reasons

13.4 Effect of termination

On termination:

• Your access ends immediately
• We will delete your account data within 90 days
• You remain liable for any fees incurred before termination
• Anonymized aggregated data may persist (cannot be traced back to you)
• Sections 5 (Responsibilities), 7 (IP), 10–12 (Warranties, Liability, Indemnification), and 14–15 (Disputes, General) survive termination

You may request a data export within 30 days of termination.

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14. Dispute Resolution

14.1 Informal resolution

Before filing a claim, you agree to contact us at legal@actualvoice.ai and attempt to resolve the dispute informally for 30 days.

14.2 Governing law

These Terms are governed by the laws of British Columbia, Canada, without regard to conflict of law principles.

14.3 Jurisdiction

Disputes that cannot be resolved informally are subject to the exclusive jurisdiction of the courts of British Columbia, Canada. Either party may seek injunctive relief in any court of competent jurisdiction to protect intellectual property rights.

14.4 Arbitration (optional)

By mutual agreement, parties may resolve disputes through binding arbitration administered by the Vancouver International Arbitration Centre (VanIAC).

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15. General Provisions

15.1 Entire agreement

These Terms, together with the Privacy Policy and any executed Design Partner Agreement or order form, constitute the entire agreement between you and Actual Voice, superseding all prior agreements or understandings.

15.2 Amendments

We may modify these Terms from time to time. Material changes require 30 days' notice via email. Continued use after the effective date constitutes acceptance.

15.3 Severability

If any provision is found unenforceable, the remaining provisions remain in full effect, and the unenforceable provision will be modified to reflect the parties' intent to the maximum extent permissible.

15.4 Waiver

Our failure to enforce any provision does not constitute a waiver of that provision or any other.

15.5 Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets with 30 days' notice.

15.6 Force majeure

Neither party is liable for failure to perform due to causes beyond reasonable control (natural disasters, war, pandemic, government action, internet outages, third-party service failures).

15.7 Notices

To you: email to the address associated with your account. To us: legal@actualvoice.ai, or:

Actual Voice Inc. #404 – 777 Fort Street Victoria, BC, Canada V8W 1E1

15.8 Relationship

These Terms do not create a partnership, joint venture, employment, or agency relationship.

15.9 Third-party beneficiaries

These Terms do not confer rights on any third parties (except our affiliates, officers, employees, and agents as indemnified parties).

15.10 Language

These Terms are drafted in English. If translated, the English version prevails in case of conflict.

15.11 Export controls and sanctions

You may not use the Service in violation of Canadian or international export control or sanctions laws. You represent that you are not located in a sanctioned country or listed on any sanctions list.

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16. Contact

Mailing address

Actual Voice Inc. #404 – 777 Fort Street Victoria, BC, Canada V8W 1E1

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By creating an account or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.

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