Terms of Service

Effective date: 19 March 2026

1. Definitions

In these Terms:

• "Agreement" means these Terms of Service together with any Order Form, Statement of Work or Subscription Plan accepted by the Client.
• "AI Voice Agent" means an automated voice agent powered by InteliVoice's AI technology that conducts inbound and/or outbound telephone conversations on behalf of Clients.
• "Client" means the business or individual who enters into this Agreement with InteliVoice.
• "Client Data" means all data, including call recordings, transcripts, contact lists and campaign configurations, uploaded to or generated through the platform by or on behalf of the Client.
• "End User" means any third-party individual who receives or initiates a call handled by an AI Voice Agent.
• "Fees" means the subscription fees, usage charges or one-off purchase amounts payable by the Client as set out in the applicable Subscription Plan or Order Form.
• "Intellectual Property Rights" means all patents, copyright, trade marks, design rights, database rights, trade secrets, know-how and all other intellectual or industrial property rights, whether registered or unregistered.
• "InteliVoice", "we", "us" or "our" means Intelipay Pty Ltd (ACN 688 175 831 | ABN 89 688 175 831) trading as InteliVoice.
• "Platform" means the InteliVoice software-as-a-service platform, including all AI Voice Agent functionality, dashboards, APIs and integrations, made available via intelivoice.ai.
• "Services" means the Platform and all related services provided by InteliVoice under this Agreement.
• "Subscription Plan" means the pricing tier (e.g. Starter Pack, Starter, Enterprise) selected by the Client as set out on the InteliVoice pricing page or an agreed Order Form.
• "Term" means the duration of this Agreement as specified in clause 13.

2. Acceptance of These Terms

These Terms govern the Client's access to and use of the Services. By:

• registering for an account on intelivoice.ai;
• purchasing a Subscription Plan or prepaid credit pack; or
• accessing or using the Platform in any way,

the Client accepts these Terms in full and agrees to be bound by them.

If the Client is acting on behalf of a corporation or other legal entity, the individual accepting these Terms represents and warrants that they have the authority to bind that entity to this Agreement. If you do not have such authority, or if you do not agree to these Terms, you must not use the Services.

These Terms apply to all Clients, including those accessing the Services under a free trial, prepaid credit pack or recurring subscription.

3. Services

Subject to the Client's compliance with this Agreement and payment of applicable Fees, InteliVoice grants the Client a limited, non-exclusive, non-transferable, revocable right to access and use the Platform during the Term, solely for the Client's internal business purposes.

The Services available to each Client depend on the Subscription Plan selected and may include:

• inbound and outbound AI Voice Agent calling with local Australian and/or New Zealand numbers;
• call transcription, sentiment analysis and analytics dashboards;
• CRM and calendar integrations;
• outbound campaign management; and
• live call transfer functionality.

InteliVoice reserves the right to modify, update or discontinue any feature of the Platform at any time, provided that we will not materially degrade the core functionality of the subscribed tier without providing 30 days' prior written notice to the Client.

4. Account Registration and Security

To access the Services, the Client must register for an account and provide accurate, complete and current information, including business name, contact details and billing information. The Client agrees to promptly update this information to keep it accurate.

The Client is responsible for:

• maintaining the confidentiality of all account credentials (usernames and passwords);
• all activities that occur under the Client's account, whether authorised or not; and
• promptly notifying InteliVoice at info@intelivoice.ai of any actual or suspected unauthorised access to or use of the account.

InteliVoice will not be liable for any loss or damage arising from the Client's failure to maintain the security of its account credentials.

Accounts are for the use of the Client's authorised personnel only. Account credentials must not be shared with, or transferred to, any third party without InteliVoice's prior written consent.

5. Subscription Plans, Fees and Payment

(a) Fees

The Client agrees to pay the Fees applicable to the selected Subscription Plan as set out on the InteliVoice pricing page or any agreed Order Form. All Fees are stated in Australian Dollars (AUD) or New Zealand Dollars (NZD) as displayed at the time of purchase, and are exclusive of applicable taxes (including GST).

(b) Billing and payment

For monthly subscription plans, Fees are billed in advance on the first day of each billing cycle. For prepaid credit packs, payment is required at the time of purchase. InteliVoice accepts payment by credit card, debit card and such other methods as may be notified from time to time.

(c) Taxes

The Client is responsible for all taxes, levies or duties imposed by applicable law in connection with the Services, including GST. If InteliVoice is required to collect GST on supplies made to the Client, such amounts will be added to the invoiced amount. InteliVoice will issue a valid tax invoice upon request.

(d) Late payment

If any amount due is not received by InteliVoice by the due date, InteliVoice may, without limiting its other remedies: (i) suspend access to the Services until all outstanding amounts are paid in full; and/or (ii) charge interest on the overdue amount at the rate of 2% per annum above the Reserve Bank of Australia cash rate, accruing daily from the due date until the date of payment.

(e) Disputed invoices

If the Client disputes any invoiced amount in good faith, it must notify InteliVoice in writing within 10 business days of receipt of the relevant invoice. The parties will work together in good faith to resolve the dispute. Undisputed amounts remain payable by the due date.

(f) Price changes

InteliVoice may change the Fees applicable to a Subscription Plan by providing the Client with at least 30 days' prior written notice. Continued use of the Services after the notified price change takes effect constitutes the Client's acceptance of the new Fees. If the Client does not accept the change, it may terminate the Agreement on written notice before the effective date of the change.

(g) Credits and prepaid packs

Unused prepaid credits do not expire (except as stated on the applicable product page). Credits have no cash value and are non-refundable except as expressly stated in clause 6.

6. Refund Policy

InteliVoice will provide a refund or credit in the following circumstances:

• where InteliVoice is unable to provide the Services as contracted due to a technical failure attributable to InteliVoice (assessed on a pro rata basis for the affected period); or
• where InteliVoice determines, in its reasonable discretion, that a refund is appropriate in the circumstances.

Monthly subscription fees already paid for a current billing cycle are non-refundable upon the Client's early termination of the Agreement, unless InteliVoice exercises its termination right under clause 13.3.

Nothing in this clause affects any non-excludable rights the Client may have under the Australian Consumer Law (Schedule 2 to the Competition and Consumer Act 2010 (Cth)) or the Consumer Guarantees Act 1993 (NZ).

7. Client Obligations and Acceptable Use

The Client agrees to use the Services only for lawful purposes and in accordance with this Agreement. Without limiting the foregoing, the Client must not:

• use the Services to place calls that are unsolicited, harassing, abusive, fraudulent, defamatory or otherwise unlawful;
• use the Services in a manner that violates the Spam Act 2003 (Cth), the Do Not Call Register Act 2006 (Cth), the Unsolicited Electronic Messages Act 2007 (NZ), the Telecommunications (Consumer Protection and Service Standards) Act 1999 (Cth) or any other applicable law governing communications, telemarketing or consumer protection;
• use the Services to process, transmit or store information in breach of any law, regulation or third-party right;
• attempt to reverse-engineer, decompile, disassemble or otherwise derive the source code or underlying algorithms of the Platform;
• use automated means to access or scrape the Platform in an unauthorised manner;
• share, resell or sublicense access to the Platform to third parties without InteliVoice's prior written consent;
• use the Services to impersonate any person or entity in a deceptive or misleading manner;
• interfere with or disrupt the integrity or performance of the Platform or the data of other clients.

Call recording and consent compliance:

The Client is solely responsible for ensuring that all calls made or received through the Platform comply with applicable call recording and consent laws, including the Telecommunications (Interception and Access) Act 1979 (Cth) and the Crimes Act 1961 (NZ). This includes providing appropriate disclosures to End Users that calls may be recorded or handled by an AI agent, and obtaining any consents required by law. InteliVoice provides technology infrastructure only and does not itself obtain consent from End Users on the Client's behalf.

Do Not Call registers:

The Client is solely responsible for screening outbound call lists against the Australian Do Not Call Register and any equivalent New Zealand register before initiating outbound campaigns through the Platform. InteliVoice does not perform Do Not Call screening on the Client's behalf.

Industry-specific obligations:

Clients operating in regulated industries (including healthcare, financial services, childcare and recruitment) are solely responsible for ensuring their use of the Services complies with all industry-specific regulatory requirements applicable to their sector, including any obligations under the Privacy Act 1988 (Cth) in relation to health information.

8. Client Data and Data Processing

The Client retains all ownership and Intellectual Property Rights in Client Data. By uploading or transmitting Client Data to the Platform, the Client grants InteliVoice a limited, non-exclusive licence to access, store, process and use Client Data solely for the purpose of providing the Services to the Client.

InteliVoice will:

• process Client Data only in accordance with the Client's instructions and the InteliVoice Privacy Policy;
• implement and maintain reasonable technical and organisational security measures to protect Client Data against unauthorised access, loss or disclosure;
• not access, use or disclose Client Data for any purpose other than providing the Services, unless required by law; and
• not share Client Data (including call recordings and transcripts) with other InteliVoice clients.

The Client represents and warrants that it has all necessary rights, consents and permissions to upload Client Data to the Platform and to authorise InteliVoice to process it as described in this Agreement and the Privacy Policy.

Upon termination of this Agreement, InteliVoice will retain Client Data for a period of 30 days during which the Client may export or download their data via the dashboard. After that period, InteliVoice may delete Client Data in accordance with its data retention practices, subject to any legal obligation to retain records.

9. Intellectual Property Rights

InteliVoice retains all Intellectual Property Rights in the Platform, including the underlying AI models, software, algorithms, interfaces, designs, documentation and any improvements or enhancements thereto. Nothing in this Agreement transfers any Intellectual Property Rights in the Platform to the Client.

The Client must not:

• copy, reproduce, modify or create derivative works of the Platform or any InteliVoice content;
• use InteliVoice's trade marks, logos or branding without prior written consent; or
• represent that any product, service or output of the Client is endorsed or provided by InteliVoice.

Feedback: if the Client provides InteliVoice with feedback, suggestions or ideas regarding the Services ("Feedback"), the Client grants InteliVoice a perpetual, irrevocable, worldwide, royalty-free licence to use, incorporate and commercialise that Feedback without restriction or compensation to the Client.

10. Confidentiality

Each party ("Receiving Party") agrees to hold in confidence the confidential information of the other party ("Disclosing Party") and not to disclose it to any third party or use it for any purpose other than performing or receiving the Services under this Agreement.

"Confidential Information" means any non-public information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure. It includes, in InteliVoice's case, pricing structures, AI model architecture and platform roadmap, and, in the Client's case, Client Data and business strategies.

These confidentiality obligations do not apply to information that: (a) is or becomes publicly known through no breach of this clause; (b) was already known to the Receiving Party at the time of disclosure; (c) is independently developed by the Receiving Party without reference to the Confidential Information; or (d) is required to be disclosed by law, court order or regulatory obligation, provided the Receiving Party gives the Disclosing Party reasonable prior notice (where legally permissible) and cooperates in seeking any available protective order.

11. Warranties, Representations and Disclaimers

InteliVoice warrants that:

• it has the right to provide the Services as described in this Agreement;
• the Platform will perform materially in accordance with its documentation under normal use; and
• InteliVoice will use commercially reasonable efforts to maintain the security and availability of the Platform, targeting no less than 99% uptime measured on a monthly basis (excluding scheduled maintenance and events outside InteliVoice's reasonable control).

To the maximum extent permitted by applicable law, InteliVoice disclaims all other warranties, express or implied, including any implied warranties of merchantability, fitness for a particular purpose, and non-infringement. The Platform is provided "as is" and InteliVoice does not warrant that:

• the Platform will be error-free, uninterrupted or free from malicious code;
• results obtained through AI Voice Agents will be accurate, complete or suitable for the Client's specific purposes; or
• the Platform will meet any specific business outcome, conversion rate or revenue target.

Nothing in this clause limits any guarantee, warranty or right that cannot be excluded under the Australian Consumer Law or the Consumer Guarantees Act 1993 (NZ).

12. Limitation of Liability

This clause significantly limits InteliVoice's liability to Clients. Please read it carefully.

(a) Exclusion of consequential loss

To the maximum extent permitted by applicable law, InteliVoice will not be liable to the Client for any indirect, incidental, special, consequential, exemplary or punitive loss or damage, including loss of profit, loss of revenue, loss of business opportunity, loss of data, loss of goodwill or reputational harm, regardless of the cause of action or the theory of liability, and even if InteliVoice has been advised of the possibility of such loss or damage.

(b) Cap on direct liability

InteliVoice's total aggregate liability to the Client arising out of or in connection with this Agreement (whether in contract, tort including negligence, statute or otherwise) is limited to the total Fees paid by the Client to InteliVoice in the one (1) calendar month immediately preceding the event giving rise to the claim.

(c) Australian Consumer Law and Consumer Guarantees Act

If the Australian Consumer Law or the Consumer Guarantees Act 1993 (NZ) implies a guarantee or warranty into this Agreement that cannot be excluded, InteliVoice's liability for a failure to comply with that guarantee or warranty is limited (to the extent permitted by law) to: (i) in the case of services, the re-supply of the services or payment of the cost of re-supply; and (ii) in the case of goods, repair, replacement or refund of the price paid.

(d) Essential basis

The Client acknowledges that the limitations and exclusions in this clause reflect a reasonable allocation of risk between the parties and are an essential element of the basis of the bargain between the parties. InteliVoice would not have entered into this Agreement without these limitations.

13. Term and Termination

(a) Term

This Agreement commences on the date the Client accepts these Terms and continues until terminated in accordance with this clause.

(b) Termination by the Client

The Client may terminate this Agreement at any time by providing written notice to InteliVoice at info@intelivoice.ai. Termination by the Client will take effect at the end of the current billing cycle. Monthly subscription Fees already paid for the current billing cycle are non-refundable.

(c) Termination or suspension by InteliVoice

InteliVoice may, at its election, suspend or terminate this Agreement immediately on written notice if:

• the Client breaches any provision of this Agreement and fails to remedy that breach within 14 days of written notice;
• the Client uses the Services in breach of any applicable law, including the Spam Act 2003 (Cth), the Do Not Call Register Act 2006 (Cth) or equivalent NZ legislation;
• the Client becomes insolvent, is subject to administration, receivership or liquidation, or makes an assignment for the benefit of creditors;
• InteliVoice reasonably believes continued access by the Client poses a risk to the Platform, other clients or third parties; or
• the Client fails to pay any undisputed Fees within 14 days of the due date.

InteliVoice may also terminate this Agreement for convenience on 30 days' written notice to the Client, in which case InteliVoice will provide a pro rata refund of any prepaid Fees covering the period after termination.

(d) Effect of termination

On termination of this Agreement for any reason: (i) all licences granted to the Client under this Agreement immediately cease; (ii) the Client must immediately cease all use of the Platform; (iii) all outstanding Fees become immediately due and payable; and (iv) the data retention provisions of clause 8 apply.

14. Indemnity

The Client agrees to indemnify, defend and hold harmless InteliVoice and its officers, directors, employees, agents and contractors from and against all claims, damages, losses, costs and expenses (including reasonable legal fees) arising out of or in connection with:

• the Client's use of the Services in breach of this Agreement or any applicable law;
• any claim by an End User or third party that arises from the Client's AI Voice Agent campaigns, including claims relating to call recording consent, unsolicited contact, misrepresentation or consumer law violations;
• any breach by the Client of its warranties in clause 8 regarding Client Data; or
• any claim that Client Data or the Client's use of the Platform infringes the Intellectual Property Rights or privacy rights of any third party.

15. Force Majeure

Neither party will be liable for any delay or failure to perform its obligations under this Agreement to the extent that such delay or failure is caused by circumstances beyond that party's reasonable control, including acts of God, natural disasters, pandemic, war, civil unrest, industrial action, telecommunications outages, or failures of third-party infrastructure providers. A party claiming force majeure must promptly notify the other party and use reasonable endeavours to resume performance as soon as practicable.

16. Dispute Resolution

(a) Negotiation

If a dispute arises out of or in connection with this Agreement ("Dispute"), either party must give the other written notice specifying the nature and details of the Dispute. Within 14 days of such notice, senior representatives of each party must meet (in person, by phone or video) and attempt in good faith to resolve the Dispute.

(b) Mediation

If the Dispute is not resolved within 21 days of the notice referred to in sub-clause (a) (or such longer period as the parties agree), either party may refer the Dispute to mediation administered by the Resolution Institute (Australia) or, for disputes primarily concerning New Zealand obligations, by AMINZ (Arbitrators' and Mediators' Institute of New Zealand). The costs of mediation are to be borne equally by the parties.

(c) Litigation

If mediation is unsuccessful, either party may seek resolution through the courts in accordance with clause 18. Nothing in this clause prevents a party from seeking urgent injunctive or other interim relief from a court of competent jurisdiction.

17. Amendments to These Terms

InteliVoice may amend these Terms from time to time. For material changes (including changes that alter the Client's rights or obligations), InteliVoice will provide at least 30 days' prior written notice to the Client's registered email address. For non-material clarifications or corrections, the updated Terms will be posted on intelivoice.ai and take effect immediately. Continued use of the Services after the effective date of an amendment constitutes the Client's acceptance of the amended Terms. If the Client does not agree to an amendment, it may terminate the Agreement in accordance with clause 13(b) before the effective date of the change.

18. Governing Law and Jurisdiction

This Agreement is governed by and construed in accordance with the laws of New South Wales, Australia, without reference to its conflict of laws principles.

Each party irrevocably submits to the non-exclusive jurisdiction of the courts of New South Wales, Australia, and the courts of appeal from those courts. This does not limit InteliVoice's ability to seek enforcement in any jurisdiction where the Client operates.

For Clients incorporated or primarily operating in New Zealand, to the extent that any provision of this Agreement conflicts with a mandatory provision of New Zealand law that cannot be contractually excluded (including provisions of the Consumer Guarantees Act 1993 (NZ) and the Fair Trading Act 1986 (NZ) that apply to the supply of services in trade to consumers), that mandatory provision prevails to the extent of the inconsistency.

19. General Provisions

(a) Entire agreement

This Agreement constitutes the entire agreement between the parties in relation to its subject matter and supersedes all prior representations, negotiations, understandings, discussions and agreements between the parties relating to the subject matter.

(b) Severance

If any provision of this Agreement is held invalid, unenforceable or illegal by a court of competent jurisdiction, that provision will be severed from this Agreement and the remaining provisions will continue in full force and effect.

(c) Waiver

A failure or delay by a party to exercise any right, power or remedy under this Agreement does not operate as a waiver of that right, power or remedy. A single or partial exercise of any right, power or remedy does not prevent further exercise of that right, power or remedy or the exercise of any other right, power or remedy.

(d) Assignment

The Client must not assign or transfer any rights or obligations under this Agreement without InteliVoice's prior written consent. InteliVoice may assign this Agreement to an affiliate or to any successor entity arising from a merger, acquisition or sale of all or substantially all of InteliVoice's assets, provided InteliVoice gives the Client 30 days' written notice.

(e) Relationship of parties

The parties are independent contractors. Nothing in this Agreement creates any partnership, joint venture, agency, franchise, employment or fiduciary relationship between the parties.

(f) Notices

All notices under this Agreement must be in writing and delivered to the addresses set out in the Client's account registration details (for the Client) and to info@intelivoice.ai (for InteliVoice). Notices sent by email are deemed received at the time of transmission (provided no delivery error is received within 24 hours).

(g) No reliance on representations outside this Agreement

The Client acknowledges that it has not relied on any representation, statement or conduct outside this Agreement in deciding to enter into this Agreement.

20. Contact Details

For all enquiries, legal notices and complaints regarding these Terms:

This document constitutes the Terms of Service of Intelipay Pty Ltd (trading as InteliVoice). It does not constitute legal advice. Clients are encouraged to obtain independent legal advice to ensure their use of InteliVoice is compliant with all applicable laws in their jurisdiction.