1. Scope of Services

AllVoice AI provides an AI-driven voice communication platform, including account setup, AI model training,
persona selection, voice tuning, and ongoing technical support. Specific deliverables and technical configurations
are defined in the product selection made.

2. Fees and Payment Terms

2.1 Fee Structure

• Implementation Fee: A one-time fee for setting up the account, training the AI model, and testing, payable upon signing.
• Usage Fees: Charges calculated based on total minutes of AI interaction on a per-minute basis (“Usage Fees”).
• Overages: Any minutes consumed in a month above and beyond the included allowance are payable the following month.

2.2 Payment Method

Unless otherwise agreed in an SOW, all payments are processed via authorized payment gateways (e.g., PayPal/Stripe).
Customer authorizes AllVoice AI to charge the provided payment method for all incurred fees (including overages).

2.3 Overages and Overage Liability

Customer acknowledges that the Voice AI service is usage-based.

• Liability for Usage: Customer is solely responsible for all Usage Fees incurred, including those resulting from
  unexpected spikes in call volume, long-duration calls, or unauthorized access to the Customer’s provisioned phone numbers.
• Overage Processing: AllVoice AI reserves the right to bill for overages in real-time or at the end of the billing cycle.
  Failure of the system to “cap” usage does not relieve Customer of the obligation to pay for minutes consumed.

2.4 Termination for Non-Payment

Timely payment is a condition precedent to the continued provision of services.

• Suspension: If any fee is overdue by five (5) days, AllVoice AI may, without limiting its other rights and remedies,
  suspend access to the services until such amounts are paid in full.
• Termination: If payment remains outstanding for more than fourteen (14) days, AllVoice AI may terminate this Agreement
  and any active SOW immediately upon written notice. Customer remains liable for all unpaid fees plus interest at the rate of 1.5% per month
  or the maximum rate permitted by law.

3. Proprietary Rights and Data

• Customer Data: Customer retains all rights to data provided to the AI for training purposes.
• AI Models: AllVoice AI retains all ownership of the underlying software, the tuned AI models, and any “personas” developed, except for specific Customer-owned trademarks.
• License: AllVoice AI grants Customer a limited, non-exclusive, non-transferable license to use the services for the duration of the Term.

4. Limitation of Liability

To the maximum extent permitted by law, AllVoice AI’s aggregate liability for any claim arising out of this Agreement
shall not exceed the total amount of fees paid by Customer in the three (3) months preceding the event giving rise to the claim.
AllVoice AI is not liable for indirect, incidental, or consequential damages.

5. Confidentiality

Each party agrees to protect the other’s “Confidential Information” with the same degree of care it uses for its own similar information.
This includes technical data, business plans, and the specific configurations of the AI models.

6. Term and Termination

Term: This Agreement commences on the Effective Date when accepted and continues until terminated by either party or cancellation through Manage My Account @ https://app.allvoiceai.com.

Termination for Cause: Either party may terminate if the other party materially breaches this Agreement and fails to cure the breach within thirty (30) days.

Effect of Termination: Upon termination, Customer shall immediately cease use of the services and pay all outstanding balances, including prorated usage fees up to the moment of termination.

7. Miscellaneous

• Governing Law: This Agreement is governed by the laws of the State of Nevada.
• Force Majeure: AllVoice AI is not liable for failures caused by acts of God, government orders, or internet connectivity issues beyond its control.
• Entire Agreement: This document and any attached SOWs constitute the entire agreement between the parties regarding the subject matter herein.