Legal

This Artificial Intelligence Services Addendum ("AI Addendum") is incorporated into and forms a part of the Plivo ToS, Service Schedule or other primary agreement ("Agreement"). This AI Addendum governs your access to and use of any AI Features. Any capitalized terms used but not defined in this AI Addendum have the meanings given in the Agreement.

BY ACCEPTING THIS AI ADDENDUM, EXECUTING AN ORDER FORM THAT REFERENCES IT, OR BY USING ANY AI FEATURES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY ITS TERMS. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THE CUSTOMER TO THIS AI ADDENDUM.   

1. Definitions

• "AI Agent" means a specific instance of an AI Feature, whether developed by Customer or provided by Plivo as a pre-built template, that is configured by Customer to perform specific tasks, engage in conversations, or automate workflows.
• "AI Features" means any services, features, or functionalities made available by the Plivo refers to the provision of capabilities that enable the analysis of data to identify patterns, make predictions, and/or generate new content/responses or take action, leveraging machine learning algorithms and models and includes Predictive Analytics, Natural Language Processing, Compute Vision, Generative AI, Speech Recognition and Synthesis.   
• "Connector Application" means any application or website that interacts with the AI Services.   
• "Connectors" means features, including plugins and actions, that allow the AI Services to send instructions to and retrieve information from an Application.   
• "Connector Data" means applicable portions of Customer's Input or certain information that is sent to a Connector Application.   
• "Connector Request" means a request sent from the AI Services to a Customer-provided Application.
• "Connector Response" means information or content sent from a Customer-provided Application back to the AI Services in response to a Connector Request.
• "Input" means all data, prompts, queries, files, or other content and materials submitted by Customer or its Authorized Users to the AI Features.   
• "Output" means all text, code, images, or other content and data generated and returned by the AI Features in response to Input.   

2. Use of AI Features Subject to your compliance with the Agreement and this AI Addendum, Provider grants you a non-exclusive, non-transferable right to access and use the AI Features for your internal business purposes.   

3. Use of AI Agents

• 3.1. Development and Use. The AI Services may allow you to develop, configure, and deploy AI Agents. We may also make available pre-built AI Agents for your use.
• 3.2. Customer Responsibility for AI Agents. The behaviour, actions, and journey of any AI Agent are dependent on your specific use case and configuration. Plivo acts solely as an enabling platform.   
• 3.3. Disclaimer of Liability for AI Agents. Plivo shall not be responsible for, and expressly disclaims all liability for, any and all actions, decisions, or outputs made by an AI Agent created, configured, or used by you or at your direction.    

4. Connectors and Third-Party Applications

• 4.1. Use of Connectors. The AI Services may include Connectors that allow you to interact with third-party Applications. You are solely responsible for the actions you take using Connectors or by adding custom Connectors. You can control whether a Connector is enabled in your workspace. Plivo may, but will have no obligation to, review, refuse, or remove Applications.    
• 4.2. Connector Operation and Content. When you enable a Connector, you authorize and instruct the AI Services to send applicable Connector Data to the Connector Application. This data will be handled in accordance with the Application's own terms and privacy policy. Plivo does not control and manage Connector. The Connector may retrieve information and content from the Application, which may be included in the Output you receive.    

5. Third-Party Providers and Pass-Through Terms

• 5.1. Disclosure. You acknowledge that the AI Features are powered by technology from third-party providers ("Third-Party AI Providers"). Our current Third-Party AI Providers and the terms governing their services ("Third-Party Terms") are listed in Exhibit A to this AI Addendum.   
• 5.2. Incorporation. Your use of the AI Features constitutes your acknowledgment of and agreement to be bound by the then-current versions of all applicable Third-Party Terms and included obligations, restrictions, and disclaimers. You are responsible for regularly reviewing these Third-Party Terms. If you do not agree to the Third-Party Terms, you may not use the AI Features.   

6. Customer Responsibilities

• 6.1. Content Responsibility. You are solely responsible for all Input provided by you or your Authorized Users. You represent and warrant that you have all necessary rights, licenses, and permissions to provide the Input to the AI Features and that your Input does not infringe on any third-party rights or violate any applicable laws.   
• 6.2. Output Validation. You acknowledge that Output is generated by experimental technology and may be inaccurate or incomplete. You are solely responsible for independently reviewing, editing, and validating all Output for accuracy and appropriateness before any use, publication, or reliance. 
• 6.3. Sensitive Information. You agree not to provide any Input that includes sensitive personal data, protected health information (PHI) as defined by the Health Insurance Portability and Accountability Act (HIPAA), or any other information subject to stringent regulatory controls, unless you have entered into a separate, written Business Associate Agreement (BAA) with Plivo and are using AI Features that Plivo has expressly designated as suitable for such data. You are solely responsible for ensuring that your use of the AI Features complies with all applicable data protection laws and regulations. 
• 6.4.  End User Disclosures and Consents. Customer shall clearly and prominently inform its End Users that (a) they are interacting with AI rather than a human, and (b) conversations are being recorded and may be shared with Plivo and its Third-Party Providers for the purpose of providing and supporting the Services. Customer is required to obtain all necessary consents from End Users for such data usage and update its privacy policies accordingly. In the event Customer initiates outbound calls using AI Services, Customer shall be responsible for obtaining all legally required consents and providing all legally required disclosures related thereto. Customer is solely responsible for ensuring compliance with all applicable laws, regulations, and industry standards in connection with Customer’s use of AI Services, including the Telephone Consumer Protection Act.   
• 6.5. Indemnification for AI Agents. You agree to defend, indemnify, and hold harmless Plivo, its affiliates, and their respective officers, directors, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your development, configuration, and use of any AI Agent; (ii) any action, decision, or output of an AI Agent created or used by you; (iii) breach of any applicable law, including breach of privacy and telecommunications laws such as TCPA and (iv) your breach of any of the terms of this AI Addendum.

7. Intellectual Property

• 7.1. Input. As between the parties, you retain all of your ownership rights in your Input.   
• 7.2. Output. As between you and the Provider, you own the Output. The Provider hereby assigns to you all of its right, title, and interest, if any, in and to the Output, subject to your compliance with the Agreement and this AI Addendum.   
• 7.3. Similar Content. Due to the nature of machine learning, Output may not be unique, and other users may receive identical or similar output from the AI Features. This assignment does not extend to the output of other users.   
• 7.4. Feedback. If you provide any feedback, suggestions, or recommendations regarding the AI Features ("Feedback"), you grant us a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate such Feedback into our services without restriction or compensation to you.   
• 7.5 Plivo's Right to Use Data for Service Improvement. To help Plivo provide, maintain, develop, and improve the AI Features, you grant Plivo a worldwide, perpetual, irrevocable, royalty-free license to use, reproduce, and create derivative works from your Input and Output. Plivo may only exercise the rights granted in this section if it first takes steps to anonymize and aggregate the Input and Output, such that the data cannot be used to identify you, your End Users, or any natural person. Plivo shall not attempt to re-identify any such anonymized and aggregated data. 

8. Acceptable Use Policy. Your use of the AI Features is subject to our Acceptable Use Policy ("AUP"), which is incorporated by reference herein. Without limiting the AUP, you will not, and will not permit others to:

• (a) Use the AI Features or any Output to develop, train, or improve any competing artificial intelligence or machine learning models.   
• (b) Represent any Output as being an original work or a wholly human-generated work.   
• (c) Use the AI Features for automated decision-making in high-stakes domains (e.g., credit, employment, housing, legal, medical, or financial advice) that have legal or similarly significant effects on individuals, without adequate, qualified human review. You acknowledge and agree that you are solely responsible and liable for any and all consequences of such use, regardless of whether human review is conducted.   
• (d) Use the AI Features for any illegal, fraudulent, deceptive, harassing, or harmful purpose, or to generate or disseminate content that is hateful, violent, libelous, defamatory, or constitutes child sexual abuse material. You will not use the AI Features to misrepresent or impersonate another entity.   
• (e) Attempt to reverse engineer, decompile, or discover the source code or underlying components of the AI Features.   
• (f) Reverse assemble, reverse compile, reverse engineer, decompile, translate, engage in model extraction or stealing attacks, or otherwise attempt to discover the source code or underlying components of models, algorithms, and systems of AI Services or those of a Third Party Provider (except to the extent such restrictions are contrary to applicable law, in which case, if you reside in a jurisdiction that expressly prohibits such restrictions, you must provide Plivo with 60 days advance written notice prior to engaging in any such activities, and Plivo may, in its discretion, either provide such information to you or impose reasonable conditions, including a reasonable fee, on such use of Plivo’ source code for AI Services to ensure Plivo’s (and our suppliers’) proprietary rights in such source code are protected).   

9. Disclaimer of Warranties Without limiting the additional disclaimers set forth herein, you acknowledge that by using the AI Services integrations, you are authorizing the Services to take actions on your behalf, including with respect to data processing, software manipulation, and system interactions. Plivo expressly disclaims any liability for content, data, or information that is obtained by the user through the AI Services integrations.   

Exhibit A