Terms of Service

1. Acceptance of these Terms

These Terms of Service (“Terms”) are a binding agreement between you and Eccordia Corp (“AyaCall,” “we,” “us”). By creating an account, subscribing to, or using the AyaCall website, dashboard, application, calls, or messages (the “Services”), you agree to these Terms and to our Privacy Policy and Consumer Health Data Privacy Notice, which are incorporated by reference. If you do not agree, do not use the Services.

2. Eligibility and age

You must be at least 18 years old and able to form a binding contract to create an account. The Services are offered in the United States only.

3. Account registration and security

You agree to provide accurate information, keep your credentials confidential, and remain responsible for activity under your account. Notify us promptly at support@ayacall.com if you suspect unauthorized use. Authentication is handled by our identity provider.

4. Description of the Service

AyaCall places daily, automated, AI-voice wellness check-in calls to an enrolled senior and provides caregivers a dashboard with summaries, insights, and alerts derived from those calls. The Services are designed to support family connection and awareness. They are not medical care, emergency response, or continuous monitoring (see Section 15).

5. Enrolling a senior; authorization and consent on behalf of others

This Section is important. When you enroll a senior, you represent and warrant that:

• you have the senior’s permission, or the legal authority (such as a power of attorney or guardianship covering their communications and care), to enroll them, to provide their phone number and information, and to authorize automated, recorded AI-voice calls and any related text messages to them; and
• you will promptly stop the Service for that senior if that permission or authority ends.

If the senior cannot give informed consent themselves (for example, in later-stage dementia), you confirm you hold the legal authority described above. You agree to indemnify AyaCall for claims arising from enrolling a person without the required permission or authority (see Section 20).

6. Subscription plans and billing

Subscriptions are offered on the plans and at the prices shown at sign-up. You authorize us and our payment processor to charge your payment method for all fees. Payment-card processing is handled by our payment processor; we do not store full card numbers.

7. Auto-renewal, recurring billing, and how to cancel

Your subscription continues and automatically renews at the end of each billing period, and your payment method is charged the then-current price, until you cancel. We will disclose the renewal term and amount at sign-up. You can cancel at any time from your dashboard account settings, and cancellation is as easy as signing up; cancellation takes effect at the end of the current billing period.

8. Free trials

If we offer a free trial, we will state its length. Unless you cancel before the trial ends, the subscription converts to a paid plan and your payment method is charged at the then-current price.

9. Price changes

We may change prices. We will give advance notice, and changes take effect at your next billing period. Continuing to use the Services after a price change takes effect means you accept the new price.

10. Cancellation and refunds

You may cancel at any time as described in Section 7. When you cancel, your subscription remains active through the end of your current billing period and will not renew after that; you keep access until that period ends. Nothing in this Section limits any non-waivable refund right you have under applicable law.

11. Automated calls, AI voice, and call recording — your consent

By using the Services and by enrolling a senior, you consent, and confirm the senior has consented (or that you hold the authority to consent on their behalf), to:

• receiving automated telephone calls that use an artificial or AI-generated voice at the number(s) provided; and
• the recording and transcription of those calls so we can provide the Service.

The senior is asked for permission to call and to record at the start of the first call, and may decline or stop at any time. You are not required to agree to marketing as a condition of purchase; these calls are the wellness service you signed up for. You represent that any number you provide is one you or the senior are authorized to enroll.

12. Text messages (SMS)

If you opt in, we send wellness alert text messages to the mobile number you provide. Message frequency varies; message and data rates may apply. Reply STOP to cancel, HELP for help. Carriers are not liable for delayed or undelivered messages. Consent to texts is not a condition of purchase, and you can opt in or out at any time.

13. Acceptable use

You agree not to: enroll anyone without the required permission or authority; misuse, disrupt, or attempt to gain unauthorized access to the Services; reverse engineer or scrape the Services; use them unlawfully or to harass; or use them in a way that creates risk to a vulnerable person. We may suspend or terminate accounts that violate this Section.

14. User content and license

You and your caregivers may submit content (notes, senior information, preferences). You grant AyaCall a worldwide, non-exclusive license to use, host, process, and display that content as needed to operate, secure, and improve the Services. You represent you have the rights to provide it. We handle call recordings and health-related content as described in the Privacy Policy and Consumer Health Data Privacy Notice.

15. Wellness and AI disclaimer — not medical advice, not emergency or monitoring service

AyaCall is a wellness product. It is not a medical device, not a healthcare provider, and not a substitute for professional medical care. AyaCall does not diagnose, treat, cure, or prevent any condition. AyaCall is not a medical-alert, emergency-response, or continuous-monitoring service and may not detect, report, or respond to any emergency, medical event, or change in condition. Calls may be missed, delayed, inaccurate, or undelivered, and alerts may be late, inaccurate, or missed. Do not rely on AyaCall for urgent or emergency needs. In an emergency, call 911. Always seek the advice of a qualified health provider for medical questions.

AI-generated content can be wrong. AyaCall uses artificial intelligence to place calls and to transcribe them and to generate summaries, mood indicators, insights, and alerts. This AI may mishear, misinterpret, mistranscribe, omit details, or otherwise produce information that is inaccurate or incomplete — even when it appears confident or detailed. You should not rely on AyaCall’s AI-generated content as the sole basis for any decision; verify anything important directly with your loved one or a qualified professional. AyaCall’s summaries, mood indicators, and alerts are not a clinical assessment.

16. Intellectual property

AyaCall and Eccordia Corp own the Services, software, trademarks, and content (other than your content). We grant you a limited, non-exclusive, non-transferable, revocable license to use the Services per these Terms. No other rights are granted.

17. Third-party services

The Services rely on third-party providers (for example, payment, telephony, voice, authentication, and hosting providers). Their services are governed by their own terms, and we are not responsible for the acts or omissions of third parties.

18. Disclaimer of warranties

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Services will be uninterrupted, timely, secure, or error-free, that any call will be placed, answered, completed, or recorded, or that any condition, risk, or emergency will be detected. Some jurisdictions do not allow certain disclaimers, so some may not apply to you.

19. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW, AyaCall AND ECCORDIA CORP WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS ARISING FROM A MISSED, DELAYED, INACCURATE, OR UNDELIVERED CALL OR ALERT, OR FROM RELIANCE ON THE SERVICES FOR MEDICAL OR EMERGENCY PURPOSES. Our total liability for any claim relating to the Services will not exceed the greater of the amount you paid us in the 12 months before the claim or $500. Some jurisdictions do not allow these limits, so some may not apply to you. These limits are a fundamental basis of our agreement and apply even if a remedy fails of its essential purpose. Nothing in this Section limits liability that cannot be excluded or limited under applicable law — such as for fraud, gross negligence or willful misconduct, or personal injury caused by negligence.

20. Indemnification

You agree to indemnify and hold harmless AyaCall and Eccordia Corp from claims, damages, and costs (including reasonable attorneys’ fees) arising from your misuse of the Services, your content, your violation of these Terms or law, or — importantly — your enrollment of a senior or provision of a phone number without the permission or legal authority required by Section 5 or 11.

21. Dispute resolution; binding arbitration; class-action, mass-action, and jury-trial waiver

Please read this Section carefully — it affects your legal rights. You and Eccordia Corp. each give up the right to sue in court and to have any dispute decided by a judge or jury. All disputes are resolved by final and binding individual arbitration.

• Scope. This Section applies to any dispute or claim of any kind — whether based on contract, tort, statute, fraud, or any other theory — arising out of or relating in any way to the Services, the website, our marketing, these Terms, or your relationship with us, including any inquiry, demo, or interaction that occurred before you created an account. As used in this Section, “you” includes any person who submits an inquiry, demo request, or contact request to us.
• Individual arbitration only. Except as carved out below, any dispute will be resolved by final and binding individual arbitration, not in court, administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules and, where applicable, its Mass Arbitration Supplementary Rules.
• Class-action, mass-action, jury-trial, and representative waiver. You and Eccordia waive the right to a jury trial, and agree that disputes will proceed only on an individual basis — not as a class, collective, consolidated, coordinated, mass, private-attorney-general, or other representative proceeding.
• Informal resolution first. Before starting arbitration, you must send an individually-signed written notice describing the dispute to support@ayacall.com and engage in a good-faith phone or video meet-and-confer for at least 60 days.
• Coordinated mass filings. If 25 or more similar demands are filed by, or with the coordination of, the same or coordinated counsel, the demands will be administered in batches under the AAA Mass Arbitration Supplementary Rules (including bellwether proceedings), and fee provisions that assume individual filings do not apply.
• Fees. For an individual claim, Eccordia will pay the arbitration fees that exceed what you would have paid to file the same claim in court, as provided by the applicable AAA rules.
• Who decides what. The arbitrator decides all issues, except that a court — not the arbitrator — decides the validity and enforceability of the class-action and mass-action waiver.
• Time limit; confidentiality. Any claim must be brought within one year of when it arose, to the extent permitted by law, and the arbitration is confidential.
• Carve-outs. Either party may bring a qualifying individual claim in small-claims court, and either party may seek injunctive relief for intellectual-property misuse.
• Effect if the waiver fails (“blow-up”). If the class-action or mass-action waiver is found unenforceable, the entire arbitration agreement in this Section is void and disputes proceed in court — the parties never agree to class or mass arbitration.
• Governing law for this Section. The Federal Arbitration Act governs the interpretation and enforcement of this Section; otherwise New Jersey law applies (Section 22).

22. Governing law and venue

These Terms are governed by the laws of the State of New Jersey, without regard to conflict-of-laws rules. For any claim not subject to arbitration, the state and federal courts located in New Jersey will have exclusive jurisdiction, and you consent to that venue.

23. Changes to these Terms

We may modify these Terms. We will update the “Last updated” date and, for material changes, provide notice (for example, by email or in the dashboard). Continued use after changes take effect means you accept them.

24. Termination and suspension

You may stop using the Services and cancel at any time. We may suspend or terminate your access if you violate these Terms, if required by law, or to protect the Services or other users. On termination, your right to use the Services ends; data handling follows the Privacy Policy.

If a care recipient passes away, notify us and we will stop all calls and billing with no penalty. Data handling follows the Privacy Policy.

25. Notices

We may give notice by email to the address on your account or through the dashboard. You may give notice to us at support@ayacall.com.

26. Assignment

We may assign these Terms (for example, in a merger or sale of assets). You may not assign them without our consent.

27. Severability

If any provision is held unenforceable, it will be limited or severed to the minimum extent necessary, and the remaining provisions stay in effect. (This applies independently to the arbitration agreement and the class-action waiver in Section 21.)

28. Entire agreement

These Terms, the Privacy Policy, and the Consumer Health Data Privacy Notice are the entire agreement between you and AyaCall and supersede prior agreements on this subject.

29. Additional provisions

• Survival. Sections covering content license, disclaimers, limitation of liability, indemnification, arbitration, governing law, and these additional provisions survive termination.
• Force majeure. We are not liable for failures or delays caused by events beyond our reasonable control (including telephony, voice, hosting, or other third-party outages, natural events, or network failures).
• Feedback. If you give us feedback or suggestions, you grant us a perpetual, royalty-free license to use it without restriction or obligation to you.
• No waiver. Our failure to enforce any provision is not a waiver of it.
• Export & sanctions. You represent you are not located in, or acting on behalf of, a sanctioned country or party, and you will not use the Services in violation of U.S. export-control or sanctions laws.

30. Contact

Eccordia Corp — AyaCall · Email: support@ayacall.com.