Avoca Product-Specific Terms

These Product-Specific Terms (these “Product-Specific Terms”) are incorporated into the Master Customer Agreement between Avoca and Customer referencing these Product-Specific Terms (the “Agreement”). Capitalized terms in these Product-Specific Terms will be understood to have the meanings given to them in the Agreement, unless expressly defined otherwise in these Product-Specific Terms.

1. Product-Specific Terms for the Responder Product. The following terms apply solely if Customer subscribes to the AI voice-based customer service representative “Responder” Services(these “Responder Terms”):
   
   1. ‍Inbound Response Services. Avoca will use commercially reasonable efforts to cause Avoca’s responses to inbound voice-, text-, email-, and web-based communications (“Responses”) to customers of Customer (“Clients”) to conform to the reasonable configurations (e.g., call scripts, instructions, system prompts, and other parameters) defined by Customer and submitted to Avoca (for the purposes of these Responder Terms, “Configurations”). Configurations are Customer Data.‍‍
      
   2. ‍Warranties. Customer represents and warrants that: (i) it has made all disclosures, provided all notices, and has obtained all rights, consents, and permissions necessary for Avoca to Process the Configurations and to conduct Responses without violating or infringing Laws, third-party rights, or terms or policies that apply to the Configurations or Responses; (ii) it has not and will not define the Configurations in a way that could be interpreted by a reasonable person to be objectionable, profane, indecent, harassing, threatening, embarrassing, annoying, hateful, or otherwise inappropriate; and (iii) it has properly configured the Configurations and its system to make all disclosures to Clients that are required by Law, including that the Clients are interacting with Avoca’s AI-based serviceand that the Responses are recorded and transcribed.‍
   3. Disclaimer. RESPONSES ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR OTHERWISE. Customeracknowledges and agrees that Customer is responsible for reviewing and confirming the accuracy and suitability of the Configurations, and Avoca is not liable for Customer’s use of any Responses. Avoca is not responsible for any interactions between Customer and any Clients (including any disputes) or for Customer’s business practices with respect to any Responses. For the avoidance of doubt, the disclaimers regarding the Services set forth in Section 9.3 of the Agreement will also apply with respect to Responses.‍
   4. Miscellaneous. Liability arising from Customer’s breach of Section 1.b of these ResponderTerms is an Excluded Claim and a Customer Indemnified Claim. Sections 1.b, 1.c, and 1.d of these Responder Terms will survive expiration or termination of the Agreement.‍
2. ‍Product-Specific Terms for the Speed to Lead Product. The following terms apply solely if Customer subscribes to the “Speed to Lead” Services (these “STL Terms”):‍
   
   1. Prospective Leads. Customer will provide to Avoca directly (including, as applicable, via API access to Customer’s leads record system), or enable an integration with a Third-Party Platform to provide to Avoca, information necessary for Avoca (including Avoca’s service providers) to initiate outbound communications to specific prospective customers of Customer, such as contact information of such prospective customer (such prospective customer, a “Lead,” and such information, “Lead Information”). By authorizing or requesting an integration between a Third-Party Platform and the Services, Customerauthorizes Avoca to (i) receive Lead Information from such Third-Party Platform, and (ii) exchange Customer Data with a Third-Party Platform on Customer’s behalf. Avoca will use commercially reasonable efforts to (1) initiate outbound voice-, text-, email-, and web-based communications (for the purposes of these STL Terms, “Outreach”) to Leads after receiving the applicable Lead Information, and (2) cause Avoca’s Outreach to Leads to conform to the reasonable configurations (e.g., call scripts, instructions, system prompts, and other parameters) defined by Customer and submitted to Avoca (for the purposes of these STL Terms, “Configurations”). If a Lead provides Avoca with information (e.g., scheduling information), Avoca will provide such information to Customer, including, as applicable, via API access to Customer’s integrated systems. Avoca will not disclose the Lead Information to third parties (other than Avoca’s service providers) without Customer’s prior written consent. Lead Information and Configurations are Customer Data.‍
   2. Warranties. Customer represents and warrants that: (i) neither Customer nor any of its Userswill instruct Avoca or any of its service providers to initiate Outreach to Leads (1) who are on the Federal Trade Commmission’s Do Not Call Registry, any state Do Not Call Registry, or any similar list, or (2) during times outside of appropriate call time windowsdesignated by Laws (e.g., Telephone Consumer Protection Act stipulates that service providers may not call before 8 a.m. or after 9 p.m. in the recipient’s local time zone), (ii) Customer will comply with the Telephone Consumer Protection Act of 1991, 47 C.F.R. § 64.1200(f)(9), and the Telemarketing and Consumer Fraud and Abuse Prevention Act; (iii) it has made all disclosures, provided all notices, and has obtained all rights, consents, and permissions necessary for Avoca to Process the Configurations without violating or infringing Laws, third-party rights, or terms or policies that apply to the Configurations; (iv) it has not and will not define the Configurations in a way that could be interpreted by a reasonable person to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, annoying, hateful, or otherwise inappropriate; and (v) it has properly configured its system to disclose to Leads that the Leads are interacting with an AI-based service.‍
   3. Disclaimer. OUTREACH IS PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR OTHERWISE. AVOCA DOES NOT GUARANTEE THE RESULTS OR SUCCESS OF ANY OUTREACH, AND AVOCA INCURS NO LIABILITY OR OTHER OBLIGATION TO CUSTOMER OR ANY LEADWITH RESPECT TO THE OUTREACH, INCLUDING THE OUTCOME OF ANY OUTREACH. Customer acknowledges and agrees that Customer is responsible for reviewing and confirming the accuracy and suitability of Lead Information and the Configurations and Avoca is not liable for Outreach based on Lead Information or the Configurations, provided Avoca conducts such Outreach in compliance with the Agreement. Avoca is not responsible for any interactions between Customer and any Leads (including any disputes), for Customer’s business practices with respect to Outreach, or for any personal injury in connection with the Outreach. For the avoidance of doubt, the disclaimers regarding the Services set forth in Section 9.3 of the Agreement will also apply with respect to Outreach.‍
   4. Miscellaneous. Liability arising from Customer’s breach of Section 2.b of these STL Termsis an Excluded Claim and a Customer Indemnified Claim. Sections 2.b, 2.c, and 2.d of these STL Terms will survive expiration or termination of the Agreement.‍
3. Product-Specific Terms for the Outbound Product. The following terms apply solely if Customer subscribes to the campaign-based “Outbound” Services (these “Outbound Terms”):‍
   
   1. Campaigns. Customer will provide to Avoca directly (including, as applicable, via API access to Customer’s customer relationship management system), or enable an integration with a Third-Party Platform to provide to Avoca, information necessary for Avoca (including Avoca’s service providers) to initiate and maintain communications, or to assist Customer with Customer-initiated or Customer-managed communications, to existing customers of Customer (e.g., contact information of such customers, membership renewal dates) (“Targets,” and all campaigns, collectively, “Campaigns”). By authorizing or requesting an integration between a Third-Party Platform and the Services for a Campaign, Customer authorizes Avoca to (i) receive information related to that Campaign, including information with respect to the Target (collectively, “Campaign Information”), from such Third-Party Platform, and (ii) exchange Customer Data with a Third-Party Platform on Customer’s behalf. Avoca will use commercially reasonable efforts to (1) initiate outbound voice-, text-, email-, and web-based communications (for the purposes of these OutboundTerms, “Outreach”) to Targets after receiving the applicable Campaign Information, and (2) cause Avoca’s Outreach to Targets to conform to the reasonable configurations (e.g., call scripts, instructions, system prompts, and other parameters) defined by Customer and submitted to Avoca (for the purposes of these Outbound Terms, “Configurations”). If a Target provides Avoca with information (e.g., renewal information), Avoca will provide such information to Customer, including, as applicable, via API access to Customer’sintegrated systems. Avoca will not disclose the Campaign Information to third parties (other than Avoca’s service providers) without Customer’s prior written consent. Campaign Information and Configurations are Customer Data.‍
   2. Warranties. Customer represents and warrants that: (i) neither Customer nor any of its Userswill instruct Avoca or any of its service providers to initiate Outreach to Targets (1) who are on the Federal Trade Commmission’s Do Not Call Registry, any state Do Not Call Registry, or any similar list, or (2) during times outside of appropriate call time windows designated by Laws (e.g., Telephone Consumer Protection Act stipulates that service providers may not call before 8 a.m. or after 9 p.m. in the recipient’s local time zone), (ii) Customer will comply with the Telephone Consumer Protection Act of 1991, 47 C.F.R. § 64.1200(f)(9), and the Telemarketing and Consumer Fraud and Abuse Prevention Act; (iii) it has made all disclosures, provided all notices, and has obtained all rights, consents, and permissions necessary for Avoca to Process the Configurations and conduct the Outreach without violating or infringing Laws, third-party rights, or terms or policies that apply to the Configurations or Outreach; (iv) it has not and will not define the Configurations in a way that could be interpreted by a reasonable person to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, annoying, hateful, or otherwise inappropriate; (v) it has properly configured the Configurations and its system make all to disclosures to Targets that are required by Law, that the Targets are interacting with Avoca’s AI-based service and that the Outreach is recorded and transcribed; and (vi) Campaigns will comply with Laws.‍
   3. Disclaimer. OUTREACH AND CAMPAIGNS ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR OTHERWISE. AVOCA DOES NOT GUARANTEE THE RESULTS OR SUCCESS OF ANY CAMPAIGN, AND AVOCA INCURS NO LIABILITY OR OTHER OBLIGATION TO CUSTOMER OR ANY TARGET WITH RESPECT TO THE CAMPAIGNS, INCLUDING THE OUTCOME OF ANY CAMPAIGN. Customer acknowledges and agrees that Customer is responsible for reviewing and confirming the accuracy and suitability of Campaigns, Campaign Information, and the Configurations and Avoca is not liable for Campaigns or Outreach based on Campaign Information or the Configurations, provided Avoca conducts such Campaigns and Outreach in compliance with the Agreement. Avoca is not responsible for any interactions between Customer and any Targets (including any disputes), for Customer’s business practices with respect to the Campaigns or Outreach, or for any personal injury in connection with the Campaigns or Outreach. For the avoidance of doubt, the disclaimers regarding the Services set forth in Section 9.3 of the Agreement will also apply with respect to Outreach and Campaigns.
   4. Miscellaneous. Liability arising from Customer’s breach of Section 3.b of these OutboundTerms is an Excluded Claim and a Customer Indemnified Claim. Sections 3.b, 3.c, and 3.d of these Outbound Terms will survive expiration or termination of the Agreement.‍
4. Product-Specific Terms for the Coach Product. The following terms apply solely if Customersubscribes to the performance-based “Coach” Services (these “Coach Terms”):‍
   
   1. Coaching Analytics Services. Customer will provide to Avoca directly, or enable an integration with a Third-Party Platform through which Avoca may access, transcripts ofUsers’ sales calls with customers or prospective customers of Customer (each, a “Call Transcript”). Customer authorizes Avoca to Process the Call Transcripts and data related thereto for the purposes of deriving insights with respect to the Users’ sales performance, including generating reports and analytical information for such Users that are designed to improve the Users’ sales performance as measured by a rubric defined by Customer and made available to Avoca (such insights, “Performance Reports”). Unless otherwise agreed to between the Parties, Avoca will use commercially reasonable efforts to make thePerformance Reports available to recipients designated by Customer (and Customer agrees that Avoca may do so). Customer (including Users) and recipients to whom Customer authorizes disclosure of the Performance Reports may use the Performance Reports only for Customer’s internal business purposes.‍
   2. Warranties. Customer represents and warrants that it has made all disclosures, provided all notices, and has obtained all rights, consents, and permissions necessary (including from all Users and customers or prospective customers of Customer with which the Usersinteract on sales calls from which Call Transcripts are generated) for Avoca to Process the Call Transcripts without violating or infringing Laws, third-party rights, or terms or policies that apply to the sales calls or Call Transcripts.‍
   3. Disclaimer. THE PERFORMANCE REPORTS ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR OTHERWISE. AVOCA DOES NOT GUARANTEE THE RESULTS OR SUCCESS OF USERS’ ACTIONS TAKEN OR NOT TAKEN IN CONNECTION WITH ANY PERFORMANCE REPORT. THE PERFORMANCE REPORTS ARE NOT PROFESSIONAL ADVICE AND MAY INCLUDE INACCURATE OR ERRONEOUS INFORMATION. CUSTOMER AND USERS ARE RESPONSIBLE FOR INDEPENDENTLY EVALUATING THE PERFORMANCE REPORTS. AVOCA INCURS NO LIABILITY OR OTHER OBLIGATION TO CUSTOMER OR ANY USERWITH RESPECT TO THE PERFORMANCE REPORTS. Avoca is not responsible for Customer’s business practices with respect to the Performance Reports. Due to the nature of the Services and artificial intelligence technologies generally, the Performance Reportsmay not be unique and other users of the Services may receive output from the Servicesthat is similar or identical to the Performance Reports (and, notwithstanding anything to the contrary, such similar or identical output will not be understood to be the Performance Reports hereunder). For the avoidance of doubt, the disclaimers regarding the Services set forth in Section 9.3 of the Agreement will also apply with respect to Performance Reports.‍
   4. Miscellaneous. Liability arising from Customer’s breach of Section 4.b of these CoachTerms is an Excluded Claim and a Customer Indemnified Claim. Sections 4.b, 4.c, and 4.d of these Coach Terms will survive expiration or termination of the Agreement.