The agreement behind EarlyBird

EarlyBird AI - Terms of Service Version 4.4 (document id EB-TOS-4.4). Effective November 8, 2025. Last updated October 29, 2026. These Terms of Service are made as of November 8, 2025 (the "Effective Date") and were last updated on October 29, 2026, by and between EarlyBird AI, LLC, a Virginia limited liability company ("EarlyBird", "we", "us", or "our"), with its principal office in Fairfax County, Virginia, and each customer that creates an account to access or use EarlyBird's services ("Customer" or "you"). The EarlyBird AI Privacy Policy (available at oneearlybird.ai/legal/privacy) and the EarlyBird AI Data Processing Addendum (the "DPA", available at oneearlybird.ai/legal/dpa) are incorporated into these Terms of Service by reference and, together with these Terms of Service, form the agreement between the parties. If Customer's account was created through an EarlyBird Partner and Customer agreed at account creation to be billed by that Partner, Section 21 (Additional Terms For Partner-Billed Accounts) also applies to Customer. EarlyBird provides an AI virtual receptionist software-as-a-service solution that handles telephone calls and related communications for business customers. Covered properties and applications include oneearlybird.ai and its subdomains (including app.oneearlybird.ai, food.oneearlybird.ai, and admin.oneearlybird.ai), oneearlybird.com (which redirects to oneearlybird.ai), and the EarlyBird AI applications for iOS and macOS. Customer accepts these Terms of Service by creating an account, by clicking or tapping to accept where prompted, or by accessing or using the Service. EarlyBird may update these Terms of Service and the Privacy Policy from time to time by providing notice via email or in-product, and continued use after the effective date of updates constitutes acceptance. Contact information: legal@oneearlybird.ai (legal/compliance), privacy@oneearlybird.ai (privacy), support@oneearlybird.ai (support), billing@oneearlybird.ai (billing), and report@oneearlybird.ai (security/abuse). NOW, THEREFORE, in consideration of the mutual covenants herein contained, the parties agree as follows: Terms of Service 1. Overview And Service Description. a. Service. EarlyBird provides an AI virtual receptionist that handles telephone calls for business customers in the United States (the "Service"). The Service can greet callers, answer frequently asked questions, route or transfer calls, capture voicemail, and book, modify, or cancel appointments and reservations using Customer-connected calendars and/or CRMs. Depending on Customer's configuration and the consents on file, the Service can also send SMS messages (such as booking confirmations, reminders, and account notifications), place outbound calls (such as courtesy calls regarding an existing booking and Customer-initiated outreach campaigns), and support industry features such as food ordering and table reservations. Communication features are subject to Section 6 (Recording, AI Disclosure, And Communications Compliance). b. Managed telephony. Telephone numbers may be provisioned or ported through third-party telephony providers (e.g., Twilio), and inbound call handling is supported. The Service does not provide access to emergency services (e.g., 911) and must not be used for mission-critical or life-safety situations. EarlyBird does not guarantee uninterrupted service for emergency or life-safety purposes. c. Definitions. "Customer Content" means call audio and recordings, voicemail, transcripts, caller metadata, contact records, messages, prompts, AI-generated call summaries and caller profiles produced by the Service on Customer's behalf, data synchronized from Customer's integrations, and other content submitted to or processed by the Service on Customer's behalf. "Account Data" means Customer's and its users' administrative, billing, and usage information processed by EarlyBird as a controller as described in the Privacy Policy. "Partner" means an independent company that EarlyBird has approved to participate in the EarlyBird Partner Program under a separate written agreement with EarlyBird, and that resells access to the Service to businesses at prices and on billing terms the Partner sets. "Partner-Billed Account" means a Customer account whose billing was placed with a Partner at account creation as described in Section 21. "Direct-Billed Account" means every Customer account that is not a Partner-Billed Account. Customer's account is also called a "workspace"; a "business profile" is one business line within a workspace, each with its own AI receptionist, telephone numbers, and content; "users" are the people Customer authorizes under Section 2(c) to act within its workspace; and "callers" and "contacts" are the people who deal with Customer's businesses through the Service. Users, callers, and contacts are not parties to these Terms of Service (Section 20(b)); Customer is responsible for its users under Section 2(c) and for its callers' and contacts' information as described in Section 1(d) and the Privacy Policy. d. Role of the parties. The Service is a software platform operated by EarlyBird as Customer's service provider. The AI agent acts on Customer's behalf, under Customer's configuration and instructions, and speaks for Customer, not for EarlyBird. Customer is the party that communicates with its callers and contacts through the Service and is responsible for those communications and for the appointments, orders, and other outcomes arranged through them, as further provided in Sections 6, 7, 14, and 16. EarlyBird is not a party to any communication, transaction, appointment, or order between Customer and its callers or contacts. Customer, not EarlyBird, is the merchant, provider, or practice with which callers and contacts deal. EarlyBird does not sell goods or services to callers, does not collect payment from callers, does not hold funds for Customer or its callers, and makes no commitment to any caller or contact. A Partner is not EarlyBird's agent, employee, franchisee, or representative, and has no authority to bind EarlyBird, to modify these Terms of Service, or to make commitments on EarlyBird's behalf. 2. Eligibility, Accounts, And Access. a. Eligibility and territory. The Service is offered only to businesses operating in the United States and may only be used within the United States. By creating an account, Customer represents and warrants, and by each subsequent use of the Service Customer repeats the representation, that: (i) Customer is a business organized under the laws of a state, territory, or the District of Columbia of the United States and operates in the United States; (ii) Customer's users access the Service from within the United States; (iii) the telephone numbers Customer uses with the Service are United States telephone numbers; and (iv) Customer's callers and contacts are, as a general matter, located in the United States. The Service is not offered to, and may not be used by or on behalf of, any person or business located outside the United States, and EarlyBird does not direct the Service to any person outside the United States. b. Account setup. Customer must provide accurate and complete business information and keep it current. Customer remains responsible for its users' compliance with these Terms of Service and for safeguarding all credentials associated with its account. c. Admin and seats. Customer's designated admin user(s) may invite and manage additional users/seats. Customer is responsible for all actions taken under its account by any user it authorizes or permits to access the Service. d. Verification. EarlyBird may require verification of ownership (such as phone number verification) for certain features and settings. e. Applications. EarlyBird offers applications for iOS and macOS that provide access to the Service. Applications downloaded from the Apple App Store are additionally subject to Apple's standard licensed application end user license agreement and applicable App Store terms. Apple is not a party to these Terms of Service, is not responsible for the Service, and has no obligation to provide support or maintenance for the applications. Push notifications delivered through the applications can be managed in the application settings and in device settings. f. Authority and users. The individual who creates the account represents that they are at least 18 years old and have authority to bind Customer to these Terms of Service. Customer is responsible for obtaining any consent its staff and users must give to receive calls, text messages, and notifications from the Service on their telephone numbers, including automated and artificial-voice calls placed for staff scheduling and urgent dispatch. g. Electronic communications and records. Customer consents to receive notices, disclosures, invoices, and records from EarlyBird electronically, by email or in-product, and agrees that electronic acceptance of these Terms of Service and of updated versions under Section 13 has the same effect as a signature on paper. EarlyBird may record the version of these Terms of Service that Customer accepted, when, and from which account, and may require acceptance of a new version at Customer's next sign-in before continued use. h. Location verification and circumvention. EarlyBird designs the Service, including its recording notice, consent flows, disclosures, retention periods, and data handling, to the laws of the United States and its states, and does not design or operate it to the laws of any other country. EarlyBird may verify the representations in Section 2(a) at any time using signals available to it, including network and IP-address geolocation, device and browser signals, the numbering of the telephone numbers Customer uses, Customer's business and billing addresses, payment-card and payment-processor risk signals, and public business records, and may ask Customer for documents that confirm its location and organization. Customer must not use a virtual private network, proxy, remote desktop, false or borrowed address, telephone number, or payment method, a nominee or intermediary, or any other means to appear to be in the United States or to conceal where Customer, its users, or its callers are located. Any such conduct is a material breach of these Terms of Service that cannot be cured, and EarlyBird may immediately suspend or terminate Customer's account without notice, without any credit or refund of fees, subscriptions, or balances except where applicable law requires a refund, and may release Customer's telephone numbers. A Customer that circumvents Section 2(a) is solely responsible for compliance with every law of every place where it, its users, or its callers are in fact located, including laws governing call recording, consent, automated calling and messaging, data protection, and data transfers, and EarlyBird has no responsibility or liability for any failure of the Service to satisfy any law outside the United States. Customer's indemnity in Section 16(a) applies to all such claims. 3. Promotional Offers And Credits. a. Promotional offers. EarlyBird may from time to time offer promotional minute credits, introductory pricing, or discounts. Any such offer is subject to the specific terms stated at the time it is made, including its duration and eligibility requirements, and those terms control to the extent they conflict with this Section 3. A promotional offer applies to Partner-Billed Accounts only where its terms expressly say so. b. Nature of promotional credits. Promotional credits carry no cash value, are not redeemable for cash, are not transferable, and are not refundable. EarlyBird may withdraw or revoke promotional credits if the terms of the associated offer are violated or if the offer is used in a manner EarlyBird reasonably determines to be abusive. Unless the offer expressly states otherwise, promotional credits do not renew. c. Payment method. For Direct-Billed Accounts, a valid payment method is required to activate a business profile and to purchase minute credits. For Partner-Billed Accounts, payment is made to the Partner as described in Section 21, and no payment method is held by EarlyBird unless and until the account becomes a Direct-Billed Account. 4. Plans, Minute Balances, Billing, And Taxes. a. Plans and balances. This Section 4 and Section 5 apply to Direct-Billed Accounts. For Partner-Billed Accounts, Section 21 governs plans, prices, payment, minutes, credits, and refunds, and this Section 4 and Section 5 apply only as Section 21 states. The Service is offered through monthly, auto-renewing plan tiers (currently Starter, Professional, Growth, and Enterprise) that include a monthly allotment of call-handling minutes, together with a prepaid minute balance that Customer may fund through one-time or automatic top-ups. Current plan pricing, included minutes, top-up rates, and overage rates are displayed in-product at the time of purchase, and the pricing and rates displayed at the time of a purchase govern that purchase. Top-up and overage minutes are charged at the single per-minute rate displayed in-product, which applies to every plan tier. Workspaces with multiple business profiles may share a pooled balance or maintain dedicated balances per profile, as configured by Customer. b. Metering and drawdown. Call time is metered and debited in seconds, from the moment the Service answers or connects a call until the call ends, and is not rounded up to a whole minute; balances are displayed in minutes for convenience. Usage draws first from included plan minutes and then from Customer's prepaid balance at the applicable rate. Balances are consumed on a first-in, first-out basis. Minutes carry no cash value except as expressly provided in Section 5, are not transferable outside Customer's account, and are not a gift card, gift certificate, or other stored value instrument. c. Balance expiry. Except where prohibited by applicable law or stated otherwise at the time of purchase, unused minutes expire twelve (12) months after they are added to Customer's balance, whether they were included with a plan or purchased as a top-up. Because the oldest minutes are always used first, minutes expire only in an account that adds more minutes in a year than it uses; an account that uses at least as many minutes as it adds does not lose any. The Service shows the expiry date of each batch of minutes in the balance. d. Automatic top-ups. Customer may enable automatic top-ups. If enabled, Customer authorizes EarlyBird and Stripe to charge the payment method on file for the configured refill amount each time Customer's balance falls below the configured threshold, as often as that threshold is crossed. Each refill is a separate purchase at the rate applicable to Customer's plan tier at the time of the refill. Customer may change or disable automatic top-ups at any time in the dashboard or applications, and any refill already initiated at the time of the change will be completed. e. Insufficient balance. If Customer's included minutes and prepaid balance are exhausted and no successful payment can be processed, the Service will stop answering calls for Customer's business profiles until additional minutes are added or an automatic top-up completes. A call already in progress when the balance reaches zero will not be disconnected for that reason alone; the remaining call time is settled against Customer's account. EarlyBird provides low-balance and usage notifications in the dashboard, by email, and by SMS where Customer has enabled and consented to those channels; however, Customer is solely responsible for maintaining a sufficient balance, and EarlyBird is not liable for calls that go unanswered because Customer's balance was exhausted. f. Billing and payments. Charges are processed by Stripe (or its affiliates) and may include applicable sales, use, or similar taxes. Customer authorizes EarlyBird and Stripe to charge the payment method on file for recurring subscription fees, top-ups (including automatic top-ups), overage, taxes, and any other applicable charges. Invoices, receipts, and tax calculations are handled by Stripe. Customer is responsible for all taxes that may be imposed on the Service, other than taxes based on EarlyBird's net income. g. Changes to pricing. EarlyBird may change plan fees and per-minute rates by providing prior notice (e.g., at least 30 days), with such changes becoming effective in the next billing cycle unless otherwise stated in the notice. A change to a per-minute rate applies only to minutes purchased on or after the effective date of the change and does not alter the number of minutes already in Customer's balance. h. Charge failures and chargebacks. If a payment attempt for a top-up fails, the associated minutes are not added to Customer's balance and no debt is created. If a payment attempt for a subscription fails, EarlyBird will provide notice and a reasonable opportunity to cure, and may suspend or terminate access to the Service until amounts due are paid. Where a payment is reversed or charged back after minutes have been added, EarlyBird may deduct the corresponding minutes from Customer's balance and may suspend the account until the matter is resolved. i. No handling of funds. EarlyBird does not process, hold, or transmit payments between Customer and its callers or contacts, and is not a bank, money transmitter, escrow agent, or payment processor. Subscription fees, top-ups, and overage are collected by Stripe under Stripe's terms, and EarlyBird does not store full payment card numbers. Any payment for goods or services that Customer arranges through a call handled by the Service is collected by Customer through its own means, outside the Service. 5. Credits, Refunds, And Outages. a. No SLA. The Service is provided "as available" without a guaranteed service level. b. Material outage credits. A "Material Outage" is more than 12 consecutive hours of Service unavailability caused by EarlyBird's systems (and not solely by third-party outages), provided that third-party outages that materially impact EarlyBird's Service may be considered in EarlyBird's discretion. Upon written request, EarlyBird may issue additional minute credits to Customer's balance, or a refund, in an amount EarlyBird reasonably determines to reflect the impact of the outage. Credits and refunds are not automatic and must be requested; there is currently no monthly cap on such credits or refunds. For a Partner-Billed Account, any credit under this Section is issued to the Partner's account with EarlyBird, because the Partner is the party that pays EarlyBird for that account, and whether and how it is passed on to Customer is a matter between Customer and the Partner. c. Third-party outages. Outages or degradations attributable to third-party providers (e.g., AWS, Twilio, ElevenLabs, Stripe, Vercel) are disclaimed to the extent permitted by law. EarlyBird has no obligation to provide credits or refunds for third-party outages unless they materially impact EarlyBird's Service, in which case EarlyBird may, at its discretion, provide a credit or refund as described above. d. Unused balance. Subscription fees and purchased minutes are non-refundable except as provided in this Section 5 or as required by applicable law. Customer may use a remaining balance at any time while Customer's account remains open, subject to Section 4(c). Upon termination of Customer's account, EarlyBird may, in its discretion and upon written request to billing@oneearlybird.ai, refund the unused portion of a purchased balance to the original payment method. Promotional credits issued under Section 3 are excluded from any refund. Nothing in this Section limits any right Customer may have under applicable law with respect to unused prepaid balances. e. Partner-Billed Accounts. Except as stated in Section 5(b), this Section 5 does not apply to amounts Customer paid or owes a Partner. Refunds and credits of amounts paid to a Partner are governed by Customer's agreement with the Partner, as described in Section 21(e). 6. Recording, AI Disclosure, And Communications Compliance. a. Recording notice. At the start of every call handled by the AI agent, whether inbound or outbound, and before any call audio is recorded, the Service plays a notice that the call is recorded. The notice is a standing feature of the Service. It is not optional, is not configurable, and cannot be disabled, shortened, or removed by Customer, by any Partner, by any EarlyBird representative, or by any account setting. Voicemail is recorded after Customer's voicemail greeting and a tone. b. Identity on request. The AI agent operates under the name and voice selected by Customer. If a caller asks whether they are speaking with a person, a machine, a recording, an automated system, or an artificial intelligence, the AI agent states that it is an automated assistant. The Service does not represent the AI agent as a human being, and Customer may not configure the AI agent to claim to be a human being or to deny that it is automated. c. Disclosure at the outset. Customer may configure the greeting used on inbound calls to state at the outset that the caller is speaking with an automated assistant. Certain jurisdictions, industries, and licensed professions require such a disclosure at the start of an interaction. Customer is responsible for determining whether a disclosure at the outset is required for its business, its profession, and its callers, and for configuring its greeting accordingly. d. Customization limits. Customer may customize the greeting, tone, and business-specific language used by the AI agent, subject to Section 6(b). Customer may not remove, obscure, contradict, or delay the recording notice described in Section 6(a). e. Recording is always on. Call recording is enabled for all calls handled by the Service and cannot be disabled. Recording begins only after the notice in Section 6(a) has been delivered. Customer acknowledges that continued participation in a call following that notice is the mechanism by which caller consent to recording is obtained. f. Customer responsibilities. Notwithstanding the notice and disclosures described in this Section, Customer remains responsible for compliance with all laws applicable to Customer's own use of the Service, including call recording and monitoring laws, telephone consumer protection and marketing laws, privacy and consumer protection laws, and any sector-specific regulation applicable to Customer's industry. Customer is responsible for the accuracy and lawfulness of the outreach lists, contact records, and consent records it supplies or maintains, and for determining whether the Service is appropriate for Customer's use case. EarlyBird may suspend the Service if EarlyBird reasonably believes Customer's use is unlawful or presents a material risk. EarlyBird does not provide legal advice, and no Partner is authorized to provide legal advice about the Service on EarlyBird's behalf. g. Outbound communications. Customer is the sender and initiator of every outbound call and message placed through the Service on its behalf. Outbound calls identify the business on whose behalf the call is placed and the purpose of the call. Outbound calls and messages are delivered only where a valid, unrevoked, unexpired consent record exists for that contact, channel, and purpose, or where the communication concerns an existing appointment, order, or request that the contact initiated. Outbound messaging honors STOP, START, and HELP keywords, applicable quiet hours, and applicable state-specific consent and curfew requirements. Customer is responsible for determining whether any additional disclosure, including disclosure of the use of an automated or artificial voice, is required for its outbound communications, and EarlyBird may add such a disclosure to outbound calls where required by applicable law. 7. Customer Prompts, Content, And Responsibilities. a. Prompts and configuration. Each AI agent operates from Customer-provided prompts and business configuration (e.g., name, hours, locations, pricing, FAQs, scripts). Customer is solely responsible for the accuracy, legality, and completeness of such prompts and content. EarlyBird may review for safety and compliance and may suspend or disable use that is unlawful, unsafe, or violates these Terms of Service. b. Protected health information. The Service is not offered as a HIPAA-compliant service, and EarlyBird does not currently execute business associate agreements. A Customer that is a HIPAA covered entity, or a business associate of one, must not use the Service to create, receive, maintain, or transmit protected health information ("PHI") unless and until EarlyBird has executed a written business associate agreement with that Customer. Customer is responsible for determining whether its use of the Service involves PHI. Customer may request a business associate agreement by contacting legal@oneearlybird.ai; EarlyBird will state in response whether one is available. No Partner may offer, promise, or execute a business associate agreement on EarlyBird's behalf. c. Other sensitive data. Customer must not use the Service to collect or solicit payment card numbers, financial account numbers, government identification numbers, or other highly sensitive information via calls unless Customer has a lawful basis and appropriate safeguards in place and such collection is consistent with these Terms of Service. Customer acknowledges that the Service generates automated summaries and caller profiles from call content as described in the Privacy Policy, and is responsible for ensuring that its use of those features is lawful for its industry. d. Acceptable use. Customer must not use the Service to: (a) violate any law or infringe third-party rights; (b) harass, harm, or promote hate, violence, or spam; (c) bypass consent, privacy, or recording laws; (d) scrape credentials, secrets, or other sensitive data; (e) infringe intellectual property; or (f) contact or serve emergency services. EarlyBird may suspend or terminate access for violations. e. Restricted uses. In addition to Section 7(d), Customer must not use the Service: (a) to place calls or send messages to any number on a federal or state do-not-call list without a lawful exemption, or to any person who has revoked consent; (b) for debt collection calls, political or charitable solicitation, sweepstakes, or any campaign that requires a license or registration Customer does not hold; (c) to impersonate a government agency, a person, or another business; (d) to provide medical, legal, financial, or other professional advice through the AI agent, as opposed to scheduling and intake for a licensed professional; (e) to handle emergency or life-safety calls; or (f) in any manner that causes a carrier or a provider to flag, filter, or block Customer's numbers or traffic. 8. Integrations, Crms, And Permissions. a. Authorized connections. Customer may connect third-party services using OAuth or API tokens, including calendars (Google Calendar, Microsoft 365/Outlook) and CRMs/business systems (e.g., HubSpot, Salesforce, Pipedrive, Zoho CRM, Slack, GoHighLevel, Jobber, Follow Up Boss, Wealthbox, Calendly, Acuity Scheduling). The set of available integrations may change over time and is shown in the dashboard. b. Scope and least privilege. Subject to Customer authorization, EarlyBird accesses only the minimum permissions necessary, which may include reading and writing contacts, viewing calendars and scheduling links, and creating/modifying/canceling events, as well as basic account metadata to perform receptionist tasks. The Service does not access email inboxes at this time. c. Customer control. Customer may connect or disconnect integrations via the dashboard and may revoke access at any time. Revocation may limit or disable certain functionality. d. Third-party terms. Customer agrees to the applicable terms and privacy policies of any third-party provider whose services Customer connects. EarlyBird is not responsible for such third parties' acts or omissions. e. Telephone numbers. Telephone numbers that EarlyBird provisions for Customer through its telephony provider are made available for Customer's use during the term and remain subject to the provider's and the carriers' rules. Customer may request to port in a number it controls, and may request to port out a provisioned number by contacting support@oneearlybird.ai before closing its account. Provisioned numbers are released after account closure and may be reassigned. Customer is responsible for the accuracy of the business information EarlyBird files with carriers to register Customer's numbers for text messaging, and EarlyBird may suspend messaging on a number that a carrier flags. 9. Data Ownership, License, And Use. a. Ownership. As between the parties, Customer owns all right, title, and interest in and to Customer Content. EarlyBird owns the Service, its software, models, documentation, and all related intellectual property. b. License to EarlyBird. Customer grants EarlyBird a limited, non-exclusive, worldwide license to access, use, process, store, and transmit Customer Content: (a) to provide, operate, maintain, secure, support, and improve the Service; (b) to ensure safety, prevent fraud/abuse, and comply with law; and (c) to create de-identified or aggregated data for Service improvement and analytics. EarlyBird will not use Customer Content to train general-purpose AI models for EarlyBird's own unrelated purposes without Customer's consent. c. Feedback. Customer grants EarlyBird a perpetual, irrevocable, royalty-free license to use feedback or suggestions provided by Customer to improve the Service, without attribution or compensation. d. License to Customer and restrictions. Subject to these Terms of Service, EarlyBird grants Customer a limited, non-exclusive, non-transferable, revocable right to access and use the Service and the applications for Customer's internal business purposes during the term. Customer will not, and will not permit anyone to: copy, modify, or create derivative works of the Service; reverse engineer, decompile, or attempt to extract the source code, models, or prompts of the Service, except where applicable law prohibits this restriction; resell, sublicense, or provide the Service to third parties as a service bureau, except as EarlyBird expressly authorizes in a separate written agreement such as the Partner Program Agreement; use the Service to build a competing product; probe, scan, or test the vulnerability of the Service without EarlyBird's written permission; or remove proprietary notices. EarlyBird's names, logos, and marks are EarlyBird's trademarks, and nothing in these Terms of Service grants a right to use them. e. Confidentiality. Each party will use the other party's Confidential Information only to perform under these Terms of Service, will protect it with at least reasonable care, and will not disclose it except to employees, contractors, and advisors who need to know it and are bound by obligations at least as protective as this Section. "Confidential Information" means non-public information disclosed by a party that is marked confidential or that a reasonable person would understand to be confidential, including Customer Content, Customer's business configuration, and EarlyBird's pricing, roadmap, security practices, and non-public technical information, but excludes information that is or becomes public through no fault of the recipient, was known to the recipient without restriction before disclosure, is independently developed, or is rightfully received from a third party. A party may disclose Confidential Information when required by law, after giving reasonable notice where permitted. The account-level information EarlyBird shares with a Partner under Section 21(g) is disclosed with Customer's authorization and is not a breach of this Section. These obligations survive for three years after termination, and indefinitely for Customer Content and trade secrets. 10. Security And Privacy Summary. a. Security controls. EarlyBird employs encryption in transit and at rest. Call recordings and transcripts are stored in a storage bucket dedicated to each business profile and encrypted with an AWS KMS key created for that business profile alone, whose policy refuses any other business profile's identity. Database storage, including call records, is encrypted with AWS KMS keys that EarlyBird creates and governs, with automatic key rotation. Isolation between customers is enforced by per-workspace and per-business-profile IAM roles assumed with attribute-tagged sessions, so one customer's credentials cannot reach another customer's data. Access is authorized through a policy engine that fails closed on unmapped routes. EarlyBird maintains audit logging, including an authentication and session audit trail written to write-once storage, and applies automated masking of phone numbers and email addresses in operational logs. A Partner has no credentials to, and no technical path into, any Customer account. b. Data residency. Customer Content is stored and backed up exclusively in United States AWS regions, primarily us-east-1. Automated processing of call content by EarlyBird's subprocessors occurs primarily in United States regions. Customer Content is not stored or replicated outside the United States. c. No certifications. EarlyBird does not currently hold SOC 2 Type 2 or HIPAA certification. Descriptions of security controls in this Section are descriptions of practice, not certifications or warranties, and no Partner is authorized to describe them otherwise. d. Privacy Policy. Additional detail about data categories, sources, purposes, retention, subprocessors, and individual rights is set forth in the Privacy Policy, available at oneearlybird.ai/legal/privacy and incorporated into these Terms of Service by reference. 11. Subprocessors And Third-Party Services. a. Subprocessors. EarlyBird uses the following subprocessors to support the Service: Amazon Web Services (compute, storage, encryption, logging, and identity, and additionally Amazon Bedrock for large language model processing of call content, Amazon Transcribe for speech-to-text, Amazon End User Messaging for SMS delivery, Amazon Simple Email Service for email delivery, Amazon Simple Notification Service for mobile push delivery, and Amazon Location Service for business address lookup); Twilio (telephony, call audio, and call recordings); ElevenLabs (speech recognition and speech synthesis during calls, configured not to retain call audio or transcripts); Anthropic (large language models used during calls and in post-call processing, engaged through Amazon Bedrock); Stripe (payments); Vercel (web application hosting); Google (Google Analytics for website analytics, without Advertising Features, and Google Workspace for email and support); and Apple (delivery of push notifications to Apple devices). A current list of subprocessors, including the categories of data each processes and its processing location, is maintained in the Data Processing Addendum. Third-party services that Customer elects to connect are addressed in Section 11(b). A Partner is not a subprocessor: EarlyBird discloses no Customer Content to any Partner. b. Updates and objections. EarlyBird may update subprocessors by posting changes and providing notice, with an opportunity for Customer to object under the DPA. Customer-authorized third-party integrations (e.g., Google Calendar, Microsoft 365/Outlook, HubSpot, Salesforce, Pipedrive, Zoho CRM, Slack, GoHighLevel, Jobber, Follow Up Boss, Wealthbox, Calendly, Acuity Scheduling) are not EarlyBird subprocessors; they are independent services that Customer elects to use and must agree to separately. 12. Data Retention, Export, And Deletion. a. Call recordings, transcripts, and text messages. Call recordings, voicemail recordings, and transcripts are retained in active systems for 90 days from the date of the call and are then deleted. Recordings that capture a caller's spoken consent to receive messages are retained for four years from the date of the call as evidence of that consent, and are then deleted. Text messages that Customer's business profiles send or receive through the Service are retained in active systems for 90 days from the date of the message and are then deleted. b. Contact and booking records. Contact records, booking records, automated call summaries, and the automated caller profiles described in the Privacy Policy are retained for as long as Customer's account remains open, and are handled on account closure in accordance with Section 12(d). c. Consent and compliance records. Records evidencing consent, revocation of consent, and communications-compliance decisions are retained for four years, and authentication and session audit records are retained for seven years, in each case because their purpose is to evidence compliance over time. These records are retained even where other Customer Content has been deleted. d. Account closure and deletion. Customer may close its account and request deletion at any time. Upon a verified request, EarlyBird will delete Customer Content from active systems within 30 days, other than the records described in Section 12(c), records subject to a legal hold, and records EarlyBird is required to retain by law, including financial records required for tax and accounting purposes. EarlyBird will confirm completion of the deletion. A Partner cannot close, delete, export, or otherwise act on Customer's account; those rights belong to Customer alone. e. Export. Customer may export Customer Content at any time while the account is open, and for 30 days following closure. After that window, exported content may not be recoverable. f. Backups. Backups may persist in secure storage after deletion from active systems and are purged on routine cycles not exceeding 35 days. Backups are not readily accessible and are not used to restore deleted records. g. Third-party copies. Copies of call audio, recordings, and text messages held by EarlyBird's telephony and voice AI subprocessors are governed by EarlyBird's agreements with those providers and by the retention settings EarlyBird maintains with them. Deletion of a recording or a text message from EarlyBird's systems does not by itself delete a copy held by a subprocessor; EarlyBird will issue deletion instructions to its subprocessors as part of the process described in Section 12(d). h. Legal holds. EarlyBird may retain limited data as required by law, to resolve disputes, or to enforce agreements, and will limit any such retention to what is necessary for that purpose. 13. Changes To Service And Terms. a. Service changes. EarlyBird may add, modify, or discontinue features with reasonable notice where feasible. If a change materially reduces the core functionality of the Service, EarlyBird will provide advance notice when practicable. Features that are currently included in EarlyBird's own plan prices for Direct-Billed Accounts, including the CRM, calendar and booking features, integrations, and the applications, are included as a matter of EarlyBird's current pricing and not as a permanent commitment; EarlyBird may introduce a fee for, place plan limits on, or move to a paid tier any such feature by giving at least thirty (30) days' notice under Section 19, effective no earlier than Customer's next billing cycle after the notice, and Customer may cancel under Section 17 before the change takes effect. For a Partner-Billed Account, the price of Customer's plan, and what the Partner says that plan includes, are the Partner's own under Section 21(c); any such charge is made to the Partner under its agreement with EarlyBird, and whether the Partner passes it on is a matter between Customer and the Partner. b. Terms updates. EarlyBird may update these Terms of Service by email or in-app notice with the effective date. Continued use after the effective date constitutes acceptance. Material changes will be highlighted in the notice. Each version of these Terms of Service carries a version number and date at the top, and EarlyBird may require Customer to accept a new version at its next sign-in before continued use. Notices of updates are given to Customer directly under Section 19, including for Partner-Billed Accounts; a Partner cannot accept an update on Customer's behalf. 14. Disclaimers And Ai-Specific Disclosures. a. AI limitations. AI outputs may be inaccurate or incomplete, and the AI may deviate from scripts. Customer should not rely on the Service for decisions requiring professional judgment without human review. Statements made by the AI agent are made on Customer's behalf and are based on Customer's configuration and content; EarlyBird makes no representation to callers or contacts through the AI agent. b. Automated processing of call content. Call audio is processed by third-party conversational AI and speech-to-text services, and call transcripts are processed by large language models, to produce transcripts, call summaries, and caller profiles. These outputs are generated automatically and may contain errors, omissions, or inferences that are incorrect. Customer is responsible for reviewing any output before relying on it. EarlyBird does not use Customer Content to train general-purpose AI models as described in Section 9(b). c. No warranties. 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, and non-infringement, to the maximum extent permitted by law. d. Third-party dependencies. EarlyBird is not responsible for outages, errors, or delays caused by third-party providers (including AWS, Twilio, ElevenLabs, Stripe, and Vercel) except as expressly provided in Section 5 regarding credits and refunds. e. No legal advice. EarlyBird does not provide legal advice. Customer should consult its own counsel regarding consent and compliance obligations. f. Not a carrier or emergency service. EarlyBird is not a telecommunications carrier and does not provide emergency calling. The Service cannot place or receive 911 or other emergency calls, and Customer must maintain its own means of reaching emergency services and instruct its staff accordingly. g. Beta features. Features identified as beta, preview, or early access are provided for evaluation, may be changed or withdrawn at any time, and are excluded from any credit or remedy under Section 5. h. Partner statements. Any description, promise, warranty, service level, discount, feature, compliance claim, or other statement made by a Partner about the Service is the Partner's statement, not EarlyBird's. EarlyBird's only commitments about the Service are those in these Terms of Service, the Privacy Policy, and the DPA. 15. Limitation Of Liability. a. Exclusions. To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for lost profits, revenues, data, or goodwill, arising out of or related to these Terms of Service or the Service, even if advised of the possibility of such damages. b. Cap. EarlyBird's aggregate liability arising out of or relating to the Service and these Terms of Service will not exceed the greater of (a) the amounts paid by Customer to EarlyBird for the Service in the 12 months preceding the event giving rise to the liability, or (b) $1,000. For a Partner-Billed Account, amounts Customer paid to a Partner are not amounts paid to EarlyBird. c. Carve-outs. The foregoing exclusions and cap do not limit Customer's indemnity obligations, a party's liability for its intentional misconduct, or breaches of confidentiality to the extent such limitation is prohibited by applicable law. d. Third-party outages. To the fullest extent permitted by law, EarlyBird has no liability for third-party outages unless EarlyBird's own systems materially contribute to the outage. e. Partners. EarlyBird is not liable for any act or omission of a Partner, including a Partner's pricing, billing, invoicing, taxes, refunds, collections, representations, marketing, or failure to fund Customer's account, except as expressly stated in Sections 21(h) and 21(i). 16. Indemnification. a. By Customer. Customer will defend, indemnify, and hold harmless EarlyBird and its affiliates, officers, directors, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees, statutory damages, civil penalties, regulatory fines, and settlement amounts) arising from: (a) Customer's violation of call-recording, consent, telephone consumer protection, or privacy laws; (b) Customer's prompts, scripts, content, contact handling, use of integrations, or outreach campaigns, including the accuracy and lawfulness of the consent records and contact lists Customer supplies or maintains; (c) Customer's use of the Service to process protected health information in breach of Section 7(b); (d) Customer's breach of Section 2(a) or 2(h), including any claim under the law of a place outside the United States where Customer, its users, or its callers were in fact located; or (e) Customer's use of the Service in violation of these Terms of Service or applicable law. Customer's obligations under this Section do not extend to claims arising from EarlyBird's failure to deliver the recording notice required by Section 6(a) or the identity disclosure required by Section 6(b). EarlyBird will give Customer prompt written notice of a claim, Customer will control the defense with counsel reasonably acceptable to EarlyBird, and Customer will not settle a claim in a manner that admits fault on EarlyBird's behalf or imposes obligations on EarlyBird without EarlyBird's written consent. EarlyBird may participate in the defense at its own expense. b. By EarlyBird (IP). EarlyBird will defend Customer against any third-party claim alleging that the EarlyBird technology used to provide the Service (excluding Customer Content, Customer prompts/scripts, third-party integrations, or Customer modifications) infringes such third party's U.S. intellectual property rights, and will pay damages finally awarded (or amounts agreed in settlement) arising from such claim, provided Customer promptly notifies EarlyBird in writing, EarlyBird has sole control of the defense and settlement, and Customer reasonably cooperates. If the Service is held to infringe or EarlyBird reasonably believes it may infringe, EarlyBird may procure the right for Customer to continue using the Service, modify the Service to be non-infringing, or terminate the impacted functionality and provide a pro rata refund of prepaid fees for the terminated portion. This Section states EarlyBird's entire liability and Customer's exclusive remedy for IP infringement claims. 17. Term, Suspension, And Termination. a. Term. These Terms of Service begin when Customer creates an account and continue until the account is closed. Subscriptions are month-to-month and auto-renewing until canceled. Prepaid balances remain available as described in Section 4. For a Partner-Billed Account, the term of Customer's plan with the Partner is set by the Partner, and Customer's agreement with EarlyBird under these Terms of Service continues regardless of any change in Customer's relationship with the Partner, including a transition under Section 21(i). b. Suspension. EarlyBird may suspend the Service with or without notice if EarlyBird reasonably suspects non-payment, unlawful activity, security risks, a reversed or disputed payment, a breach of Section 2(a) or 2(h), or violations of these Terms of Service. For a Partner-Billed Account, the Service also stops answering calls when the account is not funded, as described in Section 21(d), subject to Section 21(h). c. Termination. Either party may terminate for cause if the other party materially breaches these Terms of Service and fails to cure within a reasonable period after written notice. Customer may cancel its subscription or close its account at any time; cancellation of a subscription becomes effective at the end of the then-current paid period unless otherwise required by law, and no further subscription charges accrue after that time. Cancellation of a plan purchased from a Partner is made with the Partner under Customer's agreement with the Partner; closing the EarlyBird account is made with EarlyBird under this Section. d. Effect of termination. Upon termination or expiration, Customer's access ends, all accrued and unpaid fees remain due, and the retention and export terms in Section 12 apply. Treatment of any unused balance is governed by Section 5(d) for Direct-Billed Accounts and by Section 21 for Partner-Billed Accounts. 18. Governing Law, Dispute Resolution, Jurisdiction, And Venue. a. Governing law. These Terms of Service are governed by the laws of the Commonwealth of Virginia, without regard to conflicts of law principles, and Sections 18(c) through 18(g) are governed by the Federal Arbitration Act. b. Informal resolution. Before starting an arbitration or filing a claim, a party will give the other party written notice describing the dispute and the relief sought, and the parties will attempt in good faith to resolve the dispute within thirty (30) days of the notice. Notice to EarlyBird is sent to legal@oneearlybird.ai; notice to Customer is sent to the registered admin email. c. Binding arbitration. Except as provided in Section 18(e), any dispute, claim, or controversy arising out of or relating to these Terms of Service or the Service, including their formation, interpretation, breach, or termination, and including any claim that all or part of this Section 18 is void or voidable, will be resolved by final and binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules then in effect. The arbitrator, and not any court, has exclusive authority to decide whether a dispute is subject to arbitration. The arbitration will be conducted before a single arbitrator, in the English language, and, unless the parties agree otherwise, on written submissions and by video conference, with any in-person hearing held in Fairfax County, Virginia. The arbitrator may award to the individual party the same relief a court could award, and judgment on the award may be entered in any court of competent jurisdiction. Each party bears its own attorneys' fees and costs unless the applicable rules or law provide otherwise, and the parties share the fees of the arbitration as the rules provide. The arbitration, its existence, and its result are confidential except as needed to enforce an award or as required by law. d. No class or representative actions. Each party may bring claims against the other only in its individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding, and the arbitrator may not consolidate the claims of more than one party or preside over any form of class or representative proceeding. If this Section 18(d) is found unenforceable as to a particular claim or request for relief, that claim or request will be severed and decided by a court under Section 18(h), and the remainder of the dispute will proceed in arbitration. e. Exceptions. Either party may bring an individual claim in small claims court if the claim qualifies, and either party may seek temporary or preliminary injunctive relief in court to protect its intellectual property or Confidential Information or to stop unauthorized use of the Service. EarlyBird may bring an action in court to collect unpaid fees. These exceptions do not waive Section 18(d). f. Opt-out. Customer may opt out of Sections 18(c) and 18(d) by sending an email to legal@oneearlybird.ai within thirty (30) days after first accepting these Terms of Service, stating the account email address and that Customer opts out of arbitration. An opt-out does not affect any other provision of these Terms of Service. g. Coordinated filings. If twenty-five (25) or more arbitration demands raising similar claims are filed against EarlyBird by or with the assistance of the same law firm or coordinated group, the American Arbitration Association's Mass Arbitration Supplementary Rules apply, the demands will be administered in batches of no more than fifty (50), the informal resolution step in Section 18(b) applies to each demand individually, and the limitations period for demands in a later batch is tolled while an earlier batch is pending. h. Jurisdiction, venue, jury waiver, and time limit. For any matter not subject to arbitration, the parties consent to the exclusive jurisdiction and venue of the state courts located in Fairfax County, Virginia, and the federal courts of the Eastern District of Virginia, and waive any objection to venue or forum non conveniens. To the extent permitted by law, each party waives trial by jury in any such proceeding, and any claim arising out of these Terms of Service or the Service must be brought within one (1) year after the claim arises. i. Disputes with a Partner. A dispute between Customer and a Partner about prices, plans, invoices, payments, refunds, or any other matter under Customer's agreement with the Partner is not a dispute with EarlyBird, and this Section 18 does not govern it. Customer agrees not to join EarlyBird to such a dispute except to the extent a claim is brought against EarlyBird in its own right. 19. Notices. Notices may be provided by email to the registered admin email, via in-app notifications, or by physical mail. Notices to EarlyBird should be sent to legal@oneearlybird.ai (legal), with copies as applicable to privacy@oneearlybird.ai (privacy), support@oneearlybird.ai (support), billing@oneearlybird.ai (billing), and report@oneearlybird.ai (security/abuse). Notices to a Partner-Billed Account are given to Customer directly; a Partner is not Customer's agent for notices, and notice to a Partner is not notice to Customer. 20. General Provisions. a. Independent contractors. The parties are independent contractors. Nothing in these Terms of Service creates a partnership, joint venture, agency, franchise, or employment relationship between the parties, and neither party has authority to bind the other. No Partner is an agent, employee, joint venturer, or franchisee of EarlyBird, and no Partner has authority to bind EarlyBird or to modify these Terms of Service. b. No third-party beneficiaries. These Terms of Service are for the sole benefit of the parties. Callers, contacts, and other persons who interact with the Service on Customer's behalf are not third-party beneficiaries of these Terms of Service and have no rights under them. A Partner is not a third-party beneficiary of these Terms of Service. c. Assignment. Customer may not assign or transfer these Terms of Service, in whole or in part, without EarlyBird's prior written consent. EarlyBird may assign these Terms of Service to an affiliate or to a successor in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets. Any assignment in violation of this Section is void. d. Force majeure. Neither party is liable for any delay or failure to perform caused by events beyond its reasonable control, including acts of God, labor disputes, governmental action, telecommunications or carrier failures, and failures of third-party providers, except that this Section does not excuse Customer's payment obligations. e. Severability and waiver. If any provision of these Terms of Service is held invalid or unenforceable, that provision will be enforced to the maximum extent permitted by law and the remaining provisions will remain in full force and effect. A party's failure to enforce any provision is not a waiver of that provision or of any other provision. f. Entire agreement and order of precedence. These Terms of Service, together with the Privacy Policy, the DPA, and the terms of any promotional offer under Section 3, constitute the entire agreement between the parties concerning the Service and supersede all prior or contemporaneous agreements, proposals, and representations, written or oral, concerning its subject matter. In the event of a conflict, the DPA controls with respect to the processing of Customer Content, Section 21 controls with respect to the matters it addresses for Partner-Billed Accounts, and these Terms of Service otherwise control. For a Partner-Billed Account, Customer's commercial terms with its Partner (prices, plans, fees, payment, refunds) are a separate agreement between Customer and the Partner to which EarlyBird is not a party; that agreement cannot modify these Terms of Service, and in any conflict concerning the Service, Customer Content, Account Data, or Customer's rights against EarlyBird, these Terms of Service control. g. Survival. Sections 4 (as to amounts accrued), 5(d), 9, 12, 14, 15, 16, 17(d), 18, 19, 20, and 21 (as to amounts accrued, transitions begun, and the matters in 21(e), 21(g), and 21(k)) survive termination or expiration of these Terms of Service. h. Publicity. Neither party will use the other party's name, logo, or marks in publicity or marketing without the other party's prior written consent. 21. Additional Terms For Partner-Billed Accounts. a. When this Section applies. This Section applies to Customer only if Customer's account is a Partner-Billed Account: that is, Customer's account was created through a Partner's invitation, Customer was shown the Partner's name and the notice described in Section 21(b) before agreeing, and Customer expressly agreed, at account creation, to be billed by that Partner. An account is never linked to a Partner without that express agreement, and a Partner cannot link an account by supplying Customer's name or email. The billing arrangement is set once, at account creation, applies to every business profile in the workspace, and can be changed only by EarlyBird as described in Sections 21(i) and 21(j). The Service shows Customer which Partner bills its account, together with the billing contact the Partner has provided, in the billing area of the dashboard and applications. b. Who the parties are. EarlyBird provides the Service to Customer under these Terms of Service, and Customer's agreement to use the Service is with EarlyBird. Every obligation EarlyBird owes a Direct-Billed Account concerning the Service, Customer Content, security, privacy, retention, export, deletion, recording, disclosures, and compliance applies identically to a Partner-Billed Account. The Partner is an independent business that EarlyBird has authorized to resell access to the Service: it chooses the prices, plans, and payment terms it offers Customer and collects Customer's payments through its own payment processor account. EarlyBird is not a party to the agreement between Customer and the Partner, does not set or approve the Partner's prices, does not receive Customer's payments to the Partner, and is not responsible for the Partner's performance. The Partner is not EarlyBird's agent and has no authority to speak for EarlyBird, to modify these Terms of Service, or to make commitments about the Service on EarlyBird's behalf. c. Plans, prices, and payment. The Partner determines and displays, through the Service, the plans it offers Customer, including any monthly fee, included minutes, per-minute rate, setup fee, and minute packs. A plan a Partner offers may also include the Partner's own products or services; EarlyBird provides the Service only and is not responsible for anything else the plan includes. Customer chooses among the plans the Partner offers it, in Customer's own EarlyBird dashboard or application, and may change or end its plan with the Partner as the Partner's terms allow. Customer pays the Partner, through the Partner's payment processor account, for the plan and usage Customer selects; invoices and receipts for those payments are issued by or for the Partner, not by EarlyBird. Sections 3 through 5 do not apply to a Partner-Billed Account except: (i) Section 3, for any EarlyBird promotion whose terms expressly extend to Partner-Billed Accounts; (ii) Section 4(b) (metering in seconds, first-in first-out, no cash value) and Section 4(c) (expiry twelve months after minutes are added), which describe how every account's minutes are counted; and (iii) Section 5(b), as stated there. A Partner-Billed Account cannot purchase plans, minutes, or top-ups from EarlyBird, and EarlyBird holds no payment method for it, unless and until it becomes a Direct-Billed Account under Section 21(i) or 21(j). d. How minutes reach the account. The call-handling minutes available to a Partner-Billed Account are funded by the Partner from the Partner's prepaid account with EarlyBird, according to the plan Customer selected from the Partner. Minutes become available to Customer when the Partner funds them, and EarlyBird meters Customer's usage against them under Section 4(b). If the Partner has not funded Customer's account, or the funded minutes are exhausted, the Service stops answering Customer's calls in the same way described in Section 4(e) until the Partner funds the account, subject to Section 21(h). EarlyBird sends low-balance and usage notices to Customer and to the Partner. EarlyBird is not liable for calls that go unanswered because the Partner did not fund Customer's account, and Customer's remedy for a Partner's failure to deliver what Customer paid for is against the Partner. Minutes already credited to Customer's account are not removed because of a later dispute between the Partner and EarlyBird or between the Partner and Customer, and remain available subject to Section 4(c). Minutes beyond those a plan includes, and minutes under a plan with no included minutes, are provided when the Partner funds them and are billed by the Partner under its own terms; the Service does not charge Customer for usage. e. Billing questions, refunds, disputes, chargebacks, and taxes. Every question, dispute, refund request, credit request, chargeback, and tax matter concerning amounts Customer paid or owes the Partner is a matter between Customer and the Partner, to be raised with the Partner at the billing contact shown in the Service. EarlyBird has no obligation to refund, credit, reverse, or adjust any amount Customer paid a Partner, is not responsible for the Partner's prices, invoices, tax collection, collection practices, promises, or representations, and has no visibility into or control over Customer's payment method held by the Partner's payment processor. Customer agrees not to dispute with EarlyBird, or charge back against EarlyBird, an amount it paid to a Partner. Taxes on amounts Customer pays the Partner are the Partner's responsibility to determine and collect. f. Support. Questions about Customer's plan, price, invoice, or payment go to the Partner. Questions about the Service itself, including product and technical problems, telephone numbers, security, privacy, individual rights requests, exports, deletion, and account closure, go to EarlyBird at support@oneearlybird.ai (or privacy@oneearlybird.ai for privacy matters) and are handled by EarlyBird directly with Customer. EarlyBird does not forward Customer's support communications, or their content, to the Partner, and does not take instructions from the Partner about Customer's account, Customer Content, or Customer's settings. g. What EarlyBird shares with the Partner. So that the Partner can bill Customer and fund Customer's account, Customer authorizes EarlyBird to share with the Partner: the business name on Customer's account; the fact and date that the account was linked to the Partner and its billing status; the plan Customer selected from the Partner and its status; Customer's usage totals in minutes and calls, by day and by month, in aggregate and without call content; low-balance and funding notices; and the fact of any suspension or transition under Sections 21(h) through 21(j). EarlyBird never shares with a Partner: Customer Content of any kind, including call audio, recordings, voicemail, transcripts, summaries, caller profiles, and contact records; callers' or contacts' telephone numbers; Customer's staff names, roles, or sign-in details; Customer's configuration, prompts, integrations, or settings; or Customer's support communications. A Partner has no credentials to Customer's account and no technical path into it. The Partner's handling of information it collects from Customer directly, such as payment details, is governed by the Partner's own privacy notice, not EarlyBird's. The Privacy Policy, Section 14, describes this sharing in more detail. h. If the Partner is suspended or stops funding - the Cover Period. If EarlyBird suspends or terminates the Partner, or the Partner's prepaid account with EarlyBird cannot fund Customer's usage, EarlyBird may, in its discretion and as a courtesy, continue to answer Customer's calls for a limited time (the "Cover Period"), currently up to fourteen (14) days from the suspension or funding failure, so that Customer's phones keep working while the situation is resolved or Customer decides what to do next. EarlyBird may extend, shorten, or end a Cover Period at any time and is under no obligation to provide one. Usage during a Cover Period is recorded and charged to the Partner under the Partner's agreement with EarlyBird; EarlyBird will not charge Customer for Cover Period usage. During a Cover Period the account remains a Partner-Billed Account unless and until it is transitioned under Section 21(i). i. Transition to direct billing. A "Transition Event" occurs if the Partner: is suspended by EarlyBird and does not resolve the ground within fourteen (14) days, or is terminated by EarlyBird for cause; becomes insolvent, makes an assignment for the benefit of creditors, or is the subject of a bankruptcy or receivership proceeding; has its payment processor account closed; fails to pay EarlyBird an amount when due and does not cure within fourteen (14) days after notice, or cannot fund Customer's account and, within fourteen (14) days after EarlyBird's notice, has neither funded it nor told EarlyBird what it will do for Customer's account and by when; does not respond to EarlyBird's notices about a suspension, an amount due, or Customer's unfunded account for ten (10) business days; breaches the territory, compliance, or anti-circumvention terms of its agreement with EarlyBird; or asks EarlyBird to transition its accounts. A Partner's leaving the Partner Program is not by itself a Transition Event. On a Transition Event, EarlyBird may, but is not obliged to, do any of the following for Customer's account: (1) notify Customer of the Transition Event and of the options available; (2) offer Customer the choice to continue as a Direct-Billed Account at the prices then shown in the Service under Sections 3 through 5, or on the terms stated in EarlyBird's notice, which Customer accepts by adding a payment method and selecting a plan in the Service; (3) convert Customer's account to a Direct-Billed Account upon that acceptance, effective from the date stated in the notice; (4) decline to offer a transition, or end a Cover Period, for any account; and (5) grant courtesy credits to Customer's account, in an amount EarlyBird determines in its sole discretion, in recognition of amounts Customer shows it prepaid to the Partner for Service not yet delivered, without any obligation to do so, without any obligation to match the Partner's prices or terms, and without this being a refund of any amount Customer paid the Partner. If Customer does not accept a transition offer by the date stated in EarlyBird's notice (currently seven (7) days after the end of the Cover Period, so twenty-one (21) days after the Transition Event), the Service stops answering Customer's calls like any account without minutes, and Customer may still accept the offer, add funds, or close its account under Section 17 and export under Section 12. The Partner remains responsible to Customer for refunding any amounts Customer prepaid the Partner for Service not delivered, and for every other obligation under Customer's agreement with the Partner; EarlyBird does not assume those obligations. EarlyBird may inform the Partner that Customer's account has been transitioned, and will not disclose Customer's payment details to the Partner. EarlyBird may, in its sole discretion, waive, reduce, or forgive any amount owed to it by the Partner or by Customer in connection with a Transition Event; a waiver for one party or account is not a waiver for any other, and no waiver is implied from a course of dealing. j. Changing billing arrangement by request. Customer may ask EarlyBird at any time, by writing to billing@oneearlybird.ai, to convert its account to a Direct-Billed Account. EarlyBird will inform the Partner of the request and will make the conversion no earlier than thirty (30) days after the request, or sooner if the Partner tells EarlyBird it agrees, and only once Customer has added a payment method and selected a plan with EarlyBird. The conversion changes who bills Customer for the Service from the conversion date forward. It does not change, cancel, or settle anything between Customer and the Partner: any term, fee, or balance under Customer's agreement with the Partner remains a matter between Customer and the Partner, which EarlyBird does not decide, enforce, or refund. A Direct-Billed Account cannot later be placed with a Partner, and an account cannot move from one Partner to another. k. Partner statements and marketing. Any statement a Partner makes about the Service, including descriptions, feature claims, service levels, uptime, compliance or certification claims, discounts, guarantees, minute expiry, and promises of support, is the Partner's own statement. The way the Service itself works is the same for every account and cannot be changed by a Partner's promise: minutes are metered in seconds and used oldest first and expire under Section 4(c), calls are recorded with the notice in Section 6(a), the Partner receives only what Section 21(g) lists, and the Cover Period and transition work as Sections 21(h) and 21(i) say. EarlyBird's commitments about the Service are only those in these Terms of Service, the Privacy Policy, and the DPA, and EarlyBird is not bound by a Partner's statement. Customer should report to legal@oneearlybird.ai any Partner statement about the Service that Customer believes is false or misleading. l. Territory. Section 2(a) and 2(h) apply to every Partner-Billed Account. A Partner is required by its agreement with EarlyBird to invite only businesses in the United States; that requirement does not relieve Customer of its own representations under Section 2(a), and EarlyBird may suspend or terminate a Partner-Billed Account under Section 2(h) regardless of what the Partner knew or represented. m. Precedence. This Section 21 controls over Sections 3, 4, 5, and 17(d) for Partner-Billed Accounts to the extent they conflict. Nothing in this Section or in Customer's agreement with a Partner reduces EarlyBird's obligations to Customer concerning the Service, Customer Content, or Customer's rights under the Privacy Policy and the DPA. Version history. Version 1.0, November 8, 2025 (initial terms). Version 2.0, July 25, 2026 (complete rewrite; Privacy Policy and Data Processing Addendum published). Version 3.0, September 6, 2026 (recording notice and identity-on-request disclosure in Section 6; role of the parties in Section 1(d); flat per-second billing in Section 4; vendor-level description of AI providers in Section 11; authority, electronic records, funds, restricted uses, telephone numbers, license, confidentiality, and general provisions added). Version 3.1, September 6, 2026 (binding arbitration, class-action waiver, opt-out, and coordinated-filing rules in Section 18; principal office stated by county). Version 4.0, October 6, 2026 (the EarlyBird Partner Program: Partner, Partner-Billed Account, Direct-Billed Account, workspace, business profile, users, callers, and contacts defined in Section 1(c); location verification and anti-circumvention in Section 2(h) with a matching indemnity in Section 16(a); Sections 3 through 5 scoped to Direct-Billed Accounts; the oldest-first effect of minute expiry explained in Section 4(c); included features and the notice for charging for them in Section 13(a); Partner-related clarifications in Sections 1(d), 6, 7(b), 9(d), 9(e), 10, 11(a), 12(d), 13(b), 14(h), 15(b), 15(e), 17, 18(i), 19, and 20; isolation wording in Section 10(a) restated without changing the controls described; and Section 21, Additional Terms For Partner-Billed Accounts, covering roles, plans and payment, funding, refunds and disputes, support, what is shared with a Partner, the Cover Period, transition to direct billing, conversion at Customer's request, and precedence). Version 4.1, October 22, 2026 (text messages kept 90 days in Section 12(a) and removed from the records kept for the life of the account in Section 12(b); subprocessor copies of text messages in Section 12(g)). Version 4.2, October 26, 2026 (prices displayed in-product rather than on a public page in Section 4(a); included features described as part of EarlyBird's own plan prices, and a Partner's plan price and contents as the Partner's own, in Section 13(a); a Partner's plan may include the Partner's own products, and usage beyond a plan is billed by the Partner, in Sections 21(c) and 21(d); Transition Events restated so that a Partner leaving the program is not one, in Section 21(i); conversion requests by email in Section 21(j)). Version 4.3, October 28, 2026 (ElevenLabs described as speech recognition and speech synthesis without retention of call audio or transcripts, and Anthropic as engaged through Amazon Bedrock, in Section 11(a)). Version 4.4, October 29, 2026 (Section 10(a): database storage, including call records, encrypted with AWS KMS keys that EarlyBird creates and governs, with automatic key rotation; call recordings and transcripts encrypted with a key created for each business profile alone).