Terms and Conditions

TALKROUTE® End User License Agreement and Terms of Service

IF YOU DO NOT AGREE TO THE TERMS OF THIS END USER LICENSE AGREEMENT AND THESE TERMS OF SERVICE (COLLECTIVELY, “AGREEMENT”), DO NOT DOWNLOAD, INSTALL, OR USE ANY TALKROUTE SOFTWARE APPLICATIONS OR SERVICES, INCLUDING THE TALKROUTE WEBSITE (“WEBSITE”).

BY DOWNLOADING, INSTALLING, OR USING ANY TALKROUTE SOFTWARE APPLICATIONS OR SERVICES, YOU AGREE TO ABIDE BY AND COMPLY WITH THIS AGREEMENT, AND YOU AFFIRM THAT YOU EITHER ARE OVER THE AGE OF MAJORITY IN YOUR JURISDICTION OF RESIDENCE, ARE AN EMANCIPATED MINOR, OR POSSESS LEGAL PARENTAL OR GUARDIAN CONSENT, AND THAT YOU ARE FULLY ABLE AND COMPETENT TO ENTER INTO THE TERMS, CONDITIONS, OBLIGATIONS, AFFIRMATIONS, REPRESENTATIONS, AND WARRANTIES SET FORTH IN THIS AGREEMENT.

IMPORTANT 911 NOTICE: TALKROUTE DOES NOT PROVIDE 911 OR E911 SERVICES. You must make alternative arrangements to place emergency calls, such as using a traditional wireline or cellular telephone. TALKROUTE’s applications and services are not intended to be used as a primary means of contacting emergency services, and you should not rely on TALKROUTE for any 911 or emergency communications.

In certain cases, the TALKROUTE Mobile Application may attempt to connect 911 calls using your device’s native dialer and cellular voice service. If your device does not have active cellular telephone service, you will not be able to place 911 calls through the mobile app. It is your responsibility to ensure that alternative, reliable access to emergency calling is always available.

TALKROUTE provides a unified communications platform designed to enhance business communications through software-based tools such as call routing, voicemail, number management, and virtual call handling. TALKROUTE does not provide telecommunications services to the public for a fee and is not a telecommunications carrier under applicable federal law. Any voice-related capabilities made available through TALKROUTE are incidental features of a bundled software service and are not offered as standalone telephone service.

TALKROUTE SOFTWARE APPLICATIONS AND SERVICES ARE INTENDED FOR GENERAL BUSINESS USE ONLY. THEY ARE NOT DESIGNED, MANUFACTURED, INTENDED, OR RECOMMENDED FOR USE OR RESALE IN ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE (E.G., EMERGENCY MEDICAL CARE OR HAZARDOUS OPERATIONS) OR IN WHICH FAILURE COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE. TALKROUTE EXPRESSLY DISCLAIMS ANY WARRANTY OF FITNESS FOR HIGH-RISK ACTIVITIES OR CRITICAL COMMUNICATIONS.

This Agreement governs your use of TALKROUTE services (“Services”), including but not limited to TALKROUTE Solutions and the TALKROUTE Website, as well as software applications (“Applications”) such as the TALKROUTE Mobile Application and TALKROUTE Call Controller or Softphone. This Agreement is between TALKROUTE, Inc. and its affiliates (“TALKROUTE”) and the legal entity or individual who subscribes to or uses the Services (“You”). If You are entering this Agreement on behalf of a company or other legal entity, You represent that You have the authority to bind that entity.

1. End-User License and Restrictions

TALKROUTE grants You a limited, personal, revocable, non-exclusive, non-sublicensable, non-assignable, non-transferable, and non-resellable license to access and use the TALKROUTE software-based Services and Applications strictly in accordance with this Agreement. All rights not expressly granted under this Agreement are retained by TALKROUTE.

No Grant of Intellectual Property Rights
You acknowledge and agree that all patents, copyrights, trademarks, service marks, trade secrets, and other intellectual property rights (collectively, “IP Rights”) in the Applications and Services are and shall remain the sole and exclusive property of TALKROUTE and its licensors. This Agreement does not grant, transfer, or assign any IP Rights to You. You are granted only a limited right to use the software-based Services under the terms of this license. You further agree not to jeopardize, interfere with, or misappropriate TALKROUTE’s IP Rights in any manner. All third-party content accessed via the Applications or Services is the property of its respective owners and may be protected under copyright and other applicable laws.

No Rights to Repackage or Resell Services
You agree not to sell, assign, rent, lease, sublicense, distribute, export, import, or otherwise transfer or grant rights to any portion of the Applications or Services to any third party without prior written consent from TALKROUTE. This includes, but is not limited to, any attempt to act as a provider of the Services or to incorporate the Services into any telecom or hosted communications offering. If You are interested in promoting TALKROUTE’s software solutions, we invite You to apply to our partner program [available here].

No Modification or Reverse Engineering
You agree not to modify, create derivative works from, translate, reverse engineer, decompile, disassemble, or otherwise tamper with the Applications or Services. You may not attempt to intercept, capture, emulate, decrypt, or redirect any communication protocols used by TALKROUTE in a manner not expressly authorized. Unauthorized access or manipulation of the software platform is a breach of this Agreement and may violate applicable law.

Software Updates and Support
TALKROUTE may, at its sole discretion, add, remove, or modify features or functions or provide bug fixes, enhancements, or updates to the Applications and Services. You acknowledge that TALKROUTE is not obligated to make future versions or improvements available to You. Continued use of the Applications may require acceptance of updated terms. You further acknowledge that TALKROUTE—not any third party—is solely responsible for providing maintenance and support as required under applicable law, if any.

2. Service Registration Procedures

Upon signing up for the Service—and at subsequent times as requested by TALKROUTE—you agree to provide true, accurate, current, and complete information, including your personal and/or business name, administrator name, billing address, shipping address, primary location(s) of use, email address, contact phone number, payment method, and any other data necessary to administer your TALKROUTE account (“Account”) (collectively, “Registration Data”). You represent and warrant that all Registration Data is accurate and agree to promptly update any information if it changes.

TALKROUTE reserves the right to suspend or terminate Services if it determines that any Registration Data is, or is suspected to be, false, inaccurate, outdated, incomplete, fraudulent, or otherwise in violation of this Agreement.

Upon successful registration, you may be issued credentials and identifiers such as password(s), user ID(s), PIN(s), and/or telephone number(s) for use within the TALKROUTE platform. You are responsible for maintaining the confidentiality of your login credentials and any associated security verification (e.g., security questions and answers). You accept full responsibility for all usage and activity under your account, including any unauthorized access or activity resulting from your failure to safeguard this information.

You agree to notify TALKROUTE immediately if you suspect any unauthorized use or breach of security related to your Account. TALKROUTE is not liable for any loss or damage arising from unauthorized access to your Account.

In connection with your registration, setup, or continued use of the Services, you may be required to submit certain data, content, or materials (“Customer Data”). You grant TALKROUTE a perpetual, worldwide, royalty-free, fully paid-up, non-exclusive license to store, process, display, and use such Customer Data solely for the purpose of delivering, maintaining, and improving the software-based Services. TALKROUTE may also use or share Customer Data in accordance with its Privacy Policy [available here], which is incorporated into this Agreement by reference.

Note: TALKROUTE does not provide 911 or E911 services. Any references to service location or use addresses are collected for internal administrative, compliance, or billing purposes only, and should not be relied upon as indicative of emergency service availability.

3. Customer Representations

You represent and warrant that you possess the legal right, authority, and capacity to enter into this Agreement and to use the TALKROUTE Services in accordance with its terms.

You acknowledge and agree that TALKROUTE does not provide 911 or E911 emergency calling capabilities, and you represent and warrant that you have secured and will maintain separate access to a reliable wireline or wireless telephone service that enables you to place emergency calls, including to 911 and other applicable emergency services.

You represent and warrant that you will not use the Services or Applications in any environment requiring fail-safe performance, or where the failure of such Services could result in death, personal injury, or significant physical or environmental harm.

You further represent and warrant that all Registration Data, contact information, and service use locations you provide are accurate and current and will be updated as necessary.

You agree to be financially responsible for all use of the TALKROUTE Services under your Account, including any unauthorized activity. To use the Services, you must have access to a working Internet connection and/or a separately provided Public Switched Telephone Network (“PSTN”) service. You acknowledge and agree that:

1. You are responsible for securing your own Internet access and, where applicable, additional telecom services;

2. You are responsible for all charges associated with third-party connectivity and any equipment required to use the Services;

3. TALKROUTE’s platform may include integrated voice functionality that enables access to the PSTN or delivery of DIDs, which is facilitated through partnerships with underlying telecommunications providers;

4. Such voice-related capabilities are provided solely as an integrated part of TALKROUTE’s software-based communications and call management platform, and are not offered as standalone telecommunications services.

TALKROUTE is not a common carrier and does not provide telecommunications services to the public for a fee independent of its bundled UCaaS offerings.

4. Product Pricing and Availability

TALKROUTE provides access to its Applications and Services as part of a unified communications platform, which may include software-based features such as call routing, voicemail, number management, and optional voice connectivity powered by third-party telecommunications partners. All pricing reflects bundled service access and is not based on standalone telecommunications usage or metered billing.

TALKROUTE makes reasonable efforts to describe its products and pricing accurately in its marketing, website, and promotional materials (collectively, “Product Materials”). However, TALKROUTE does not warrant that all descriptions, pricing, or availability information (collectively, “Product Information”) are error-free, complete, or current at all times. Product Information is provided for general informational purposes and may be subject to change without notice.

In the event of a pricing or description error, or if a product or service becomes unavailable, TALKROUTE reserves the right to correct the error or take other appropriate action, which may include suspension or cancellation of a subscription. You agree to notify TALKROUTE of any discrepancies you discover and to comply with any corrective actions taken.

You acknowledge and agree that the Services may experience interruptions or downtime. Credit allowances for service interruptions, if any, are provided at TALKROUTE’s sole discretion and represent your exclusive remedy for any such disruption.

5. Marketing Materials and Promotional Services

From time to time, TALKROUTE may provide You with marketing communications or offer access to additional software features, add-ons, or bundled services (“Promotional Services”), either at no cost or for an additional fee. These Promotional Services are offered solely as part of the TALKROUTE unified communications platform and do not represent standalone telecommunications services.

You agree that TALKROUTE may contact You (including registered administrators and end-users of Your Account) via email, mail, or other electronic means to share information about such offerings. You may unsubscribe from marketing communications at any time by contacting TALKROUTE Customer Support or following the opt-out instructions provided in the communication.

TALKROUTE reserves the right to modify, suspend, or discontinue any Promotional Services at any time without prior notice. Certain promotions may be available only to new customers or limited to specific service plans. If You receive special or promotional pricing, You agree to keep all such pricing strictly confidential and not disclose it to any third party without express written permission from TALKROUTE.

6. Use Policies

You agree to use the TALKROUTE Services solely for lawful, authorized, and appropriate purposes in accordance with this Agreement. You will not use the Services for any illegal, fraudulent, abusive, or improper purpose, or in any manner that interferes with TALKROUTE’s ability to deliver its software-based platform to other users.

TALKROUTE reserves the right to suspend, limit, or terminate Services, and to apply additional fees or penalties, if it determines—at its sole discretion—that your use violates this Agreement or any applicable policies, including the Reasonable Use Policy. Prohibited uses include, but are not limited to:

• Illegal, fraudulent, deceptive, threatening, defamatory, harassing, or otherwise harmful behavior.

• Sending unsolicited messages or bulk communications (“spam”) via email, voicemail, SMS, or fax.

• Collecting or harvesting personal data without consent.

• Introducing malware or other malicious code into the Services or associated networks.

• ID spoofing, forging email or SMS headers, or misrepresenting caller identity.

• Infringing on third-party intellectual property or violating export/import control laws.

• Excessive, non-standard usage inconsistent with small business communications.

You also agree not to attempt unauthorized access to the Services, systems, or user accounts via hacking, credential harvesting, or other means.

Your use of the Services must comply with all applicable local, state, national, and international laws and regulations, including those governing consumer protection, data privacy, and telecommunications where applicable.

Unlimited Plans and Reasonable Use

Certain TALKROUTE plans may include features advertised as “unlimited.” These plans are provided with the expectation of normal business use within a small office or individual professional setting. Unlimited plans may not be used for:

• Trunking or forwarding to phone systems designed to handle multiple simultaneous calls (e.g., conference bridges, PBXs, call centers).

• Mass voicemail drops or SMS “blasting.”

• High-volume inbound lines such as hotlines or support queues.

• Continuous open-line usage (e.g., monitoring or intercom use cases).

• Any activity that places an undue burden on TALKROUTE’s software or system resources.

• Abnormal usage patterns of outbound calling features.

TALKROUTE reserves the right, with notice, to suspend or modify your Service if usage is found to exceed expected business norms, or to convert your plan to a metered or limited-use alternative. TALKROUTE may update the Reasonable Use Policy at its discretion and will make such updates publicly available.

7. Unsolicited Advertisements

You agree not to use the TALKROUTE Services to transmit or facilitate the transmission of unsolicited communications, including but not limited to advertisements via voice, fax, SMS, email, or other electronic means. The use of the Services for mass broadcasting, spamming, or distributing unsolicited marketing messages violates this Agreement and may be unlawful under federal and state laws, including the Telephone Consumer Protection Act of 1991 (TCPA) and related FCC regulations.

The TALKROUTE platform is designed to support standard, lawful small business communications—not for use as a mass marketing or unsolicited broadcast tool. Use of the Services for sending unsolicited voicemail, fax, or SMS advertisements is strictly prohibited. If you engage in such activity, TALKROUTE may, at its sole discretion and without notice, suspend or permanently terminate your account without liability.

If You transmit or are otherwise connected with any transmission of voice, fax, e-mail, or other unsolicited marketing messages using the Services, You agree to TALKROUTE may deploy spam filters and other technical measures to detect and block suspected unsolicited transmissions. You acknowledge and consent to the use of such tools and understand that legitimate messages may occasionally be blocked as a result.

You agree to indemnify, defend, and hold harmless TALKROUTE from and against any and all claims, liabilities, losses, or damages arising from your use of the Services in violation of this section or applicable marketing and communications laws. If you initiate or are associated with any unsolicited transmissions using the Services, you agree to pay TALKROUTE actual damages to the extent they can be reasonably calculated.

8. Plan Credits, Taxes, Charges, Fees and Chargebacks

General
All prices, taxes, fees, and plan structures are subject to change. You are responsible for paying all charges associated with your TALKROUTE Account, including subscription fees and any applicable platform add-ons as defined in your service plan. TALKROUTE reserves the right to charge cancellation or transfer fees in accordance with this Agreement and your plan terms.

TALKROUTE does not provide traditional telecommunications services, including but not limited to international calling, metered per-minute voice service, or E911 functionality. Any voice-related capabilities available through TALKROUTE are provided solely as part of the unified communications software platform and are not offered as standalone telephone or voice services.

If your account is past due or associated with prior unpaid accounts, TALKROUTE reserves the right to charge any outstanding balances to your current payment method upon reactivation or billing update.

Taxes, Regulatory Fees, and Surcharges
All prices listed for TALKROUTE Services are exclusive of applicable taxes and regulatory-related charges. You agree to pay all federal, state, and local taxes, surcharges, fees, or cost recovery charges assessed in connection with your use of the Services, to the extent applicable.

TALKROUTE may assess and collect fees associated with its own regulatory or compliance obligations, including but not limited to universal service contributions or regulatory cost recovery. These amounts may vary over time and will be itemized where required by law.

Unlimited Plans and Reasonable Use
TALKROUTE’s service plans may include usage labeled as “unlimited,” which is subject to the Reasonable Use Policy and intended solely for standard small business communication needs. These plans may not be used for high-volume calling environments (e.g., call centers, trunking, PBX systems), mass dialing, or other use cases that place an undue load on the TALKROUTE platform.

TALKROUTE reserves the right, with notice, to suspend or modify Services that violate its Reasonable Use Policy, or to transition customers to a more appropriate plan where warranted.

Credits, Promotions, and Expiration
Any plan or promotional credits issued by TALKROUTE have no cash value, are non-transferable, and may only be redeemed on the account to which they are applied. Credits expire according to the terms of the applicable plan or promotion and do not roll over unless explicitly stated.

Promotional pricing must be requested at the time of signup or plan change and cannot be applied retroactively. Some promotions or discounts may be confidential and may not be shared with third parties. Violation of confidentiality terms may result in loss of promotional pricing or account suspension.

Chargebacks, Fraud, and Reconnection
You agree to report any suspected billing errors or unauthorized activity to TALKROUTE promptly. If you initiate a chargeback or dispute without first contacting TALKROUTE, and the charges are found to be valid, TALKROUTE reserves the right to suspend or terminate your account and pursue reimbursement.

Chargebacks, returned payments, or dishonored checks are subject to a $30 administrative fee per incident. Service reconnection is not guaranteed and may require payment of all outstanding amounts.

9. Billing and Payment

Unless otherwise specified in your selected service plan, all applicable subscription fees and service charges are billed in full in advance on a recurring monthly basis. Some one-time charges (e.g., setup, transfer, or cancellation fees) may be billed in arrears where applicable.

TALKROUTE does not issue refunds or credit for partial months of service, early cancellations, or unused service time. Upon termination of your Account, any unused promotional value will be forfeited, and no refund, proration, or transfer of service value will be issued.

When subscribing to TALKROUTE Services, you agree to provide and maintain a valid payment method on file (e.g., a credit card with correct billing information) and authorize TALKROUTE to charge this method for all associated service fees. This authorization will remain active until 30 days after you revoke our authority in writing and your account is closed in good standing.

If your payment method is declined or otherwise fails, TALKROUTE will attempt to notify you and may retry the charge. However, we reserve the right to suspend or terminate your account at any time due to nonpayment. TALKROUTE may also continue to pursue payment for any outstanding balances using your authorized payment method or other legal remedies.

Accounts deemed high risk or not in good standing may be subject to a deposit requirement at TALKROUTE’s discretion.

Time is of the essence in payment. Any overdue amounts may accrue interest at the lesser of (a) 18% per annum or (b) the maximum rate permitted by law. Acceptance of late or partial payments (even those marked “Paid in Full”) does not waive TALKROUTE’s right to collect the remaining balance. A fee of up to $50 or the maximum permitted by law may be charged for any chargeback, payment reversal, or returned check.

Billing cycles may occasionally vary in length due to system adjustments. Charges for partial cycles will be prorated accordingly.

To dispute a charge, you must notify TALKROUTE in writing within 30 days of the charge date. Your notice must include a reasonable explanation of the dispute. Failure to submit a timely written dispute waives your right to challenge the charge. Disputes must be sent to: billing@TALKROUTE.com

10. Free Trial Period, Cancellations, and Refunds

TALKROUTE offers an optional 7-day free trial period on select plans (Basic, Plus, and Pro). If the trial is not canceled before the 7th day—or if it is voluntarily ended early—your account will convert to a paid subscription, and applicable service charges will apply. No refunds will be issued for charges incurred after the trial ends.

TALKROUTE Services are billed in advance and include access to software-based features such as call routing, voicemail, virtual number management, and platform add-ons. Because access is granted immediately and pre-paid for each billing cycle, TALKROUTE does not provide full or prorated refunds for canceled services or unused time.

You may cancel your account at any time using one of the cancellation methods outlined in our Help Center: How do I cancel my TALKROUTE account.

By subscribing to any TALKROUTE plan, you acknowledge and agree to the terms of our Refund Policy, available at: TALKROUTE Refund Policy

11. Equipment and Hardware Disclaimer

TALKROUTE does not provide, sell, or lease any physical telecommunications equipment or hardware. All Services are delivered via software-based applications and platforms, and require customer-provided devices and connectivity.

You are solely responsible for maintaining your own compatible hardware and ensuring adequate internet or telecommunications connectivity to access the Services. Any references to equipment, returns, or warranties elsewhere in this Agreement do not apply.

12. Account Ownership

The Account owner is defined as the legal entity (e.g., corporation, LLC, partnership, or individual) that initially registers for the TALKROUTE Services. If no legal entity is designated during signup, the owner of the payment method used to activate the Account shall be considered the Account owner.

Any request to transfer ownership of the Account must be supported by appropriate legal documentation (e.g., business formation records, corporate resolutions, or ownership transfer agreements). TALKROUTE will not mediate or adjudicate internal ownership disputes or business disagreements.

If TALKROUTE is unable, in its sole discretion, to determine the valid Account owner, it reserves the right to suspend or terminate the Account and all associated Services until ownership is clarified.

13. Messaging Compliance and 10DLC Registration

TALKROUTE supports SMS and MMS functionality as an optional feature of its unified communications platform. Messaging services are provided solely for business use and are governed by applicable carrier requirements and industry regulations, including the 10DLC (10-Digit Long Code) framework for Application-to-Person (A2P) messaging.

In accordance with these requirements, TALKROUTE may register messaging use cases and brand information with relevant industry registries and third-party providers to facilitate compliant message delivery. By default, all messaging use through TALKROUTE is classified as low-volume UCaaS-based messaging associated with standard business communications. This classification is based on the intended use of TALKROUTE’s messaging features, which are limited in scope and volume relative to standalone messaging or marketing platforms.

Customers are responsible for accurately representing their intended messaging use. If you engage in messaging that exceeds low-volume business usage—such as mass marketing, appointment reminders, two-factor authentication, or other regulated use cases—you must notify TALKROUTE so your messaging profile and registration can be updated accordingly. Failure to do so may result in message delivery issues, additional carrier surcharges, or account suspension.

You agree not to use TALKROUTE messaging features to transmit unsolicited marketing messages (“spam”) or to engage in high-throughput messaging activity inconsistent with our Reasonable Use Policy or 10DLC guidelines. TALKROUTE reserves the right to suspend or terminate messaging functionality if use is found to be noncompliant or deceptive.

14. Number Porting and Availability

TALKROUTE facilitates telephone number porting through its third-party carrier partners as part of its unified communications platform. While TALKROUTE will use reasonable efforts to assist with number transfers, you acknowledge that all porting activity is subject to the policies and cooperation of external carriers, over which TALKROUTE has no direct control.

You agree that TALKROUTE is not responsible for delays, failures, or errors in number porting caused by third-party carriers, losing providers, or regulatory restrictions. TALKROUTE disclaims all liability for unauthorized or failed porting events initiated or processed by parties other than TALKROUTE.

To port a number into your TALKROUTE account, you must follow the specific procedures outlined in your account settings. TALKROUTE’s underlying carriers require accurate and detailed information to initiate and complete a port. Failure to provide complete and accurate information may delay or prevent a successful transfer.

To port a number away from TALKROUTE, you must follow your new provider’s procedures. Please note that porting a number out does not automatically terminate your TALKROUTE account; you must submit a separate cancellation request in accordance with our cancellation policy.

TALKROUTE cannot guarantee the availability of any requested phone number or the successful transfer of a number from a third-party provider. Do not print business cards, publish marketing materials, or announce a number publicly until it is confirmed as active in your TALKROUTE account. TALKROUTE is not liable for any costs incurred due to number assignment delays or failures.

In some cases, due to area code splits, carrier-level requirements, or other factors, TALKROUTE may need to reassign or discontinue use of a number previously provisioned to you. In such cases, TALKROUTE will provide notice where possible, but is not liable for any resulting damages or losses.

If your TALKROUTE account is less than 90 days old and you request to port out a toll-free “800” number, a one-time processing fee of $50 per number will apply. This fee is waived for accounts in good standing that are at least 90 days old.

For more information about number porting rights, please visit the FCC’s Number Portability resource: https://www.fcc.gov/consumers/guides/porting-keeping-your-phone-number-when-you-change-providers

15. Storage of User Information

TALKROUTE provides limited storage of communications data (such as call logs, voicemails, and messages) as a convenience to users of its unified communications platform. However, TALKROUTE is not obligated to store or retain any user-generated communications, and does not guarantee the availability, accuracy, or completeness of stored data.

You agree that TALKROUTE bears no responsibility or liability for the deletion, corruption, or failure to store any call logs, voicemails, faxes, emails, messages, or other communications transmitted or accessed through the Services. You acknowledge and agree that TALKROUTE may, at its discretion, establish limits regarding the volume, duration, or retention period of stored communications, and that such limits may change without notice.

The Services are not intended for archival or long-term message retention purposes. You are solely responsible for backing up and preserving any data or content you wish to retain.

16. Recording Conversations

Some TALKROUTE Services include optional software-based features that allow users to record individual telephone conversations for business or operational purposes. These features are offered as part of the TALKROUTE unified communications platform and are not enabled by default.

Laws governing the recording of conversations vary by jurisdiction. In some states and countries, all parties to a call must provide consent before recording is permitted. You are solely responsible for understanding and complying with all applicable federal, state, and local laws related to the use of this feature.

TALKROUTE makes no representations or warranties regarding the legality or appropriateness of recording conversations in any particular jurisdiction. You agree to use this feature in full compliance with all applicable laws and regulations.

You hereby agree to fully release, indemnify, and hold harmless TALKROUTE from any and all claims, liabilities, damages, or legal actions arising from your use of the conversation recording feature, including claims relating to unauthorized or unlawful recordings.

17. Voice-to-Text and Text-to-Voice Limitations

Certain features within the TALKROUTE platform may include the ability to convert voicemails to text (“Voice-to-Text” or “VTT”) and/or to generate voice playback from written text (“Text-to-Voice” or “TTV”). These features are provided as part of the software-based TALKROUTE unified communications platform for user convenience only.

You acknowledge and agree that the accuracy of VTT and TTV functionality may vary due to factors such as audio quality, speaker accents, background noise, or the complexity of the message. These features are automated and may not always reflect the full or correct content of the original message.

You are solely responsible for reviewing and verifying the accuracy of all transcriptions and synthesized messages. TALKROUTE disclaims any and all liability for errors, omissions, or miscommunications resulting from the use of VTT or TTV features.

By using these features, you agree to fully release, indemnify, and hold harmless TALKROUTE from any claims, damages, or liabilities related to transcription or text-to-speech inaccuracies or their consequences.

18. Support and Feedback

TTALKROUTE provides customer and technical support via phone and email to assist with use of the TALKROUTE software platform and Services. Support is offered on a commercially reasonable basis and is not guaranteed. While TALKROUTE will make reasonable efforts to troubleshoot and resolve reported issues, it does not warrant that all issues will be resolved or that any specific solution (e.g., bug fixes or feature changes) will be provided.

Support is limited to issues directly related to TALKROUTE’s software-based Services and does not include assistance with third-party hardware, operating systems, network infrastructure, or telecom connectivity not managed by TALKROUTE.

From time to time, TALKROUTE may request feedback via surveys, questionnaires, or other forms of communication. By submitting feedback, ideas, comments, or suggestions, you grant TALKROUTE and its affiliates a perpetual, non-exclusive, worldwide, royalty-free license to use, reproduce, modify, and incorporate such feedback into current or future products and services without restriction or compensation.

19. Service Changes

You understand and agree that TALKROUTE may update, enhance, or modify its software-based Services from time to time to improve functionality, performance, or user experience. These changes may include adjustments to features, user interface elements, or underlying systems and may be applied without prior notice, provided they do not materially diminish the core functionality of the Services.

If TALKROUTE determines, in its reasonable discretion, that a change will result in a permanent and material reduction in the functionality of the Services (“Change”), you will receive advance written notice of at least sixty (60) days prior to the effective date of the Change.

If you find the Change unacceptable, you may terminate your account without penalty by contacting TALKROUTE Support at 800-747-2140 prior to the effective date. Continued use of the Services after the effective date of the Change will constitute your acceptance of the revised functionality.

20. Service Description / Nature of the Platform

TALKROUTE provides a cloud-based Unified Communications as a Service (UCaaS) platform that integrates voice, messaging, call routing, voicemail, virtual phone numbers, and related administrative tools into a single bundled software subscription.

These services are offered as part of a unified business communications platform and are not sold or provisioned as standalone telecommunications services. TALKROUTE does not provide metered calling plans, international voice services, or traditional PSTN replacement offerings.

All communication capabilities are accessed through TALKROUTE’s proprietary applications or interfaces and are delivered over third-party infrastructure as part of a managed UCaaS environment. TALKROUTE procures underlying voice connectivity from third-party carriers and bundles this functionality into its cloud platform for convenience.

TALKROUTE does not operate as a telecommunications common carrier and does not hold itself out as offering voice, SMS, or number services to the public on a metered or à la carte basis. Communication functionality is integrated as part of the bundled platform and is not billed or marketed as telecommunications transmission service.

The TALKROUTE platform is not intended for use as a primary emergency calling solution. Customers are strongly advised to maintain separate access to traditional telephone and emergency services, including E911, for critical communication needs.

21. Bundled Services & No Line-Item Telecom

All Services provided by TALKROUTE are offered on a bundled basis. Customers are billed for access to the platform and its features as a whole, not for individual telecommunications services or usage components. TALKROUTE does not assess per-minute or usage-based charges for voice calls, text messages, or virtual number activity, unless explicitly outlined in your selected service plan.

TALKROUTE does not provide line-item telephone or VoIP service billing and does not function as a common carrier under applicable federal law.

22. Disclaimers on Third-Party Dependencies

Certain features of the TALKROUTE platform, including voice calling, number provisioning, and messaging, rely on third-party telecommunications carriers and infrastructure. TALKROUTE acts as an intermediary to facilitate access to these features through its software platform.

You acknowledge that the performance, delivery, and reliability of these features may depend on upstream providers over whom TALKROUTE has no direct control. TALKROUTE is not responsible for delays, interruptions, or filtering imposed by carriers, nor does it guarantee message delivery, call completion, or carrier interoperability in all geographic areas or across all networks.

23. Service Availability & SLA Disclaimer

TALKROUTE Services are provided on a commercially reasonable efforts basis. While TALKROUTE endeavors to maintain reliable access, no specific uptime or service level guarantees are provided unless otherwise stated in a signed written agreement.

Service availability may be affected by factors outside TALKROUTE’s control, including but not limited to Internet outages, power failures, upstream carrier disruptions, and maintenance events. TALKROUTE disclaims any liability for service interruptions, delays, or inaccessibility unless otherwise required by law.

24. Publicity Rights

You agree that TALKROUTE may identify you as a customer in its business communications, including use in customer lists, case studies, presentations, press releases, and other promotional or marketing materials. This may include references on the TALKROUTE website or in electronic and printed content.

To support these purposes, you grant TALKROUTE and its affiliates a non-exclusive, worldwide, royalty-free license to use your name, logo, and publicly available branding assets for promotional purposes only. This license is sublicensable solely in connection with TALKROUTE’s authorized marketing activities and does not imply endorsement, partnership, or sponsorship unless explicitly agreed in writing.

You may opt out of such usage by providing written notice to TALKROUTE. TALKROUTE will use reasonable efforts to comply with any such request in a timely manner.

25. Non-disparagement

You agree not to engage in any public communication, including via websites, blogs, forums, or social media, that is knowingly false, misleading, or made in bad faith with the intent to damage TALKROUTE’s reputation, brand, or business interests. This includes communications about the TALKROUTE Services, platform, or personnel.

Nothing in this Agreement is intended to prevent you from providing honest feedback, submitting lawful reviews, or expressing opinions that are protected under applicable consumer or free speech laws.

If TALKROUTE determines, in its reasonable discretion, that you have made false or malicious statements that materially harm the business or violate this Agreement, it may suspend or terminate your access to the Services in accordance with the termination provisions below.

26. Copyright Infringement (DMCA Policy)

Some content transmitted through or accessed via the TALKROUTE platform may originate from third parties. TALKROUTE does not monitor, control, or review such content for copyright compliance and does not assume responsibility for its accuracy or legality.

In accordance with the Digital Millennium Copyright Act (DMCA), TALKROUTE reserves the right to terminate or restrict access to its Services by any user who is determined to be a repeat infringer of copyrighted materials. In appropriate cases, TALKROUTE may disable access to content or accounts based on a good-faith belief of infringement, even without prior warning.

If you believe that your copyrighted work has been copied, used, or transmitted in a way that constitutes copyright infringement via the TALKROUTE platform, you may submit a written notice under 17 U.S.C. § 512(c)(3) to our designated agent:

DMCA Agent
Legal Department
TALKROUTE, Inc.
Email: compliance@TALKROUTE.com
Website: [Contact Us]

Your notice must include:

1. A physical or electronic signature of a person authorized to act on behalf of the copyright owner;

2. Identification of the copyrighted work claimed to have been infringed;

3. Identification of the material that is claimed to be infringing and sufficient information to locate it;

4. Your contact information (name, address, telephone number, and email);

5. A statement that you have a good faith belief that the use of the material is not authorized by the copyright owner, its agent, or the law; and

6. A statement, under penalty of perjury, that the information in the notice is accurate and you are authorized to act on behalf of the copyright owner.

TALKROUTE may forward valid notices to affected users and provide them with an opportunity to respond or file a counter-notification, as permitted under the DMCA.

27. Export Restrictions

You represent and warrant that:

1. You are not located in, a resident of, or under the control of any country or region subject to a U.S. government embargo or designated by the U.S. government as a “terrorist supporting” country;

2. You are not listed on any U.S. government list of prohibited or restricted parties, including but not limited to the Specially Designated Nationals (SDN) list, the Denied Persons List, or the Entity List.

You acknowledge that TALKROUTE’s Services and software applications may be subject to U.S. export control laws and regulations, including the Export Administration Regulations (EAR), as well as similar laws in other jurisdictions. You agree to comply with all applicable export and re-export control laws, including end-user, end-use, and destination restrictions imposed by the U.S. and other governments.

You further agree not to use or access the Services in any manner that would cause TALKROUTE to violate applicable export control or sanctions laws.

28. Indemnification

To the fullest extent permitted by law, you agree to indemnify, defend, and hold harmless TALKROUTE, its affiliates, officers, directors, employees, agents, resellers, and service providers (collectively, the “Indemnified Parties”) from and against any and all third-party claims, liabilities, losses, damages, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

1. Your use of the Services or Applications, or any use by a third party with your permission or under your account;

2. Your violation or alleged violation of this Agreement or any applicable law or regulation;

3. Any negligent act, omission, or willful misconduct by you or others using your account;

4. Any claim arising from the unavailability, misuse, or misconfiguration of the Services, including with respect to emergency or attempted emergency communications;

5. Your infringement, misappropriation, or violation of any third-party rights, including intellectual property, privacy, publicity, or contractual rights.

This indemnity obligation will survive the termination of this Agreement and your use of the Services.

29. Term

Your right to use the Applications and Services is granted for the duration set forth in Your selected Services plan (the “Term”). The initial Term begins on the date You complete Your purchase of the Services (the “Date of Purchase”).

Unless otherwise specified in writing, all Service plans automatically renew for successive Terms of the same duration unless You provide notice of cancellation or non-renewal at least thirty (30) days before the end of the then-current Term by contacting TALKROUTE Customer Support.

For clarity, termination of the Services or expiration of the Term does not affect the continuing validity of any provisions of this Agreement that by their nature are intended to survive, including those relating to: ownership of intellectual property, customer warranties and representations, confidentiality, usage restrictions, number porting, user data storage, feedback rights, publicity rights, non-disparagement, indemnification, limitations of liability, warranty disclaimers, force majeure, assignment, dispute resolution, and governing law. Such provisions shall remain in effect to the fullest extent permitted by applicable law.

30. Termination

A. Monthly Plan Customers
If You are subscribed to a monthly plan, You may cancel and immediately terminate Your use of the Services at any time by submitting a cancellation request through the TALKROUTE control panel. Upon cancellation, Your access to the Services will be deactivated immediately, and no additional charges will accrue. However, You will not receive any refund or proration for any unused portion of the billing period.

B. Termination by TALKROUTE
TALKROUTE may, at its sole discretion and without prior notice, suspend, restrict, or terminate Your access to the Services and/or Applications for any of the following reasons:

• Material Breach: You materially breach this Agreement or any applicable policy.

• Free Account Misuse: You create or attempt to create multiple free accounts or misuse any promotional offering.

• Fraudulent Activity: You provide or use fraudulent or unauthorized payment methods.

• Abusive Conduct: You engage in threatening, abusive, or harassing behavior toward TALKROUTE personnel or partners.

• Unresponsiveness: You fail to respond to TALKROUTE’s attempts to contact You about Your Account.

• Noncompliance: You fail to comply with applicable laws or regulatory requirements.

• Legal Requirement: Government or regulatory authorities require TALKROUTE to suspend or terminate Services.

• Legal Action: You file or join a legal or regulatory action against TALKROUTE.

• Disparagement: You make or encourage disparaging statements about TALKROUTE, its Services, or its personnel.

• Service Protection: Termination is necessary to protect the integrity, performance, or security of the Services, prevent abuse, or protect TALKROUTE or its users.

C. Effect of Termination
Upon any termination:

• Your Account and associated data (e.g., voicemails, call logs, numbers, routing settings) will be deleted and no longer accessible.

• All Services will cease immediately.

• No refunds or credits will be issued for any prepaid amounts, promotional credits, or unused Services.

• You remain liable for any outstanding charges or unpaid balances as of the termination date.

TALKROUTE shall not be liable to You or any third party for suspension or termination of Services for any of the reasons stated above.

31. Force Majeure

TALKROUTE shall not be liable for any failure or delay in the performance of its obligations under this Agreement if such failure or delay is due to causes beyond its reasonable control, including but not limited to: acts of God, natural disasters (e.g., earthquakes, fires, floods), pandemics, wars, terrorism, riots, civil disturbances, acts of government or regulatory authorities, embargoes, labor disputes or strikes, power outages, Internet service provider failures, fiber or cable cuts, third-party hardware or software failures, or other acts or omissions of third-party providers or suppliers.

Any such delay or failure shall not constitute a breach of this Agreement, and TALKROUTE’s obligations shall be suspended for the duration of the force majeure event. TALKROUTE will use commercially reasonable efforts to mitigate the effects of any such event and to resume performance as soon as reasonably practicable.

32. Warranty Disclaimer

THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TALKROUTE DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WITHOUT LIMITING THE FOREGOING, TALKROUTE MAKES NO REPRESENTATION OR WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, FREE OF HARMFUL COMPONENTS, OR THAT ANY DEFECTS WILL BE CORRECTED. TALKROUTE DOES NOT WARRANT THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, OR THAT THEY WILL OPERATE IN COMBINATION WITH ANY HARDWARE, SOFTWARE, SYSTEM, OR DATA NOT PROVIDED BY TALKROUTE.

YOU ASSUME ALL RISK AS TO THE RESULTS AND PERFORMANCE OF THE SERVICES. TALKROUTE MAKES NO WARRANTIES REGARDING SYSTEM AVAILABILITY, UP-TIME, LATENCY, QUALITY OF SERVICE, OR THE QUALITY OF VOICE OR FAX COMMUNICATIONS. THE SERVICES ARE NOT INTENDED FOR USE IN MISSION-CRITICAL OR HIGH-RISK ENVIRONMENTS WHERE FAILURE OR DISRUPTION COULD RESULT IN LOSS OR DAMAGE TO PERSONS OR PROPERTY.

TALKROUTE IS NOT LIABLE FOR THE CONTENT OR FUNCTIONALITY OF ANY THIRD-PARTY NETWORK, SYSTEM, OR SERVICE USED IN CONNECTION WITH THE SERVICES, INCLUDING UPSTREAM CARRIERS, INTERNET PROVIDERS, OR SOFTWARE VENDORS. MESSAGES, VOICEMAILS, CALLS, OR OTHER DATA MAY BE LOST, DELAYED, MISDIRECTED, OR CORRUPTED DUE TO FACTORS BEYOND TALKROUTE’S CONTROL.

NO ORAL OR WRITTEN INFORMATION OR ADVICE PROVIDED BY TALKROUTE OR ITS AUTHORIZED REPRESENTATIVES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.

TO THE EXTENT THAT ANY DISCLAIMER OR LIMITATION SET FORTH HEREIN IS FOUND TO BE INVALID UNDER APPLICABLE LAW, THE SCOPE AND DURATION OF SUCH WARRANTY SHALL BE THE MINIMUM PERMITTED BY LAW.

33. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL TALKROUTE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA, BUSINESS INTERRUPTION, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO THE USE OF OR INABILITY TO USE THE SERVICES, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND EVEN IF TALKROUTE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TALKROUTE’S TOTAL AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS ARISING FROM OR RELATED TO THE SERVICES OR THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT OF MONTHLY FEES PAID BY YOU TO TALKROUTE IN THE ONE (1) MONTH IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO THE CLAIM.

YOU ACKNOWLEDGE AND AGREE THAT THE FOREGOING LIMITATIONS OF LIABILITY REPRESENT A REASONABLE ALLOCATION OF RISK AND ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU TO THE EXTENT PROHIBITED BY LAW.

34. Notices

Notices to You. Notices from TALKROUTE to You shall be deemed effective (a) on the date sent if delivered via electronic mail to the email address associated with Your Account, or (b) three (3) business days after being mailed via first-class U.S. Mail to the physical address listed in Your Account. You are solely responsible for maintaining accurate and current contact information in Your Account settings.

Notices to TALKROUTE. All notices to TALKROUTE must be in writing and sent via email to legal@TALKROUTE.com. To be effective, such notices must include Your full name, Account information, and the correct answer to Your designated security verification question. Notices will be deemed received when actually received by TALKROUTE at the above address.

35. Assignment

You may not assign, delegate, or otherwise transfer this Agreement or any of Your rights or obligations under it, whether by operation of law or otherwise, without the prior written consent of TALKROUTE. Any attempted assignment or transfer in violation of this provision shall be null and void.

TALKROUTE may assign this Agreement, in whole or in part, at any time without notice or restriction.

Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties and their respective successors, permitted assigns, and legal representatives.

36. Future Changes to this Agreement

TALKROUTE may update or modify the terms of this Agreement at any time by providing notice to You. Such notice may be delivered via email to Your registered email address, through an electronic notification on the TALKROUTE website, via Your Account portal, or on billing statements.

You agree to regularly review all communications from TALKROUTE and to keep Your contact information current. Specifically, You are solely responsible for:
(a) ensuring that Your registered email address is accurate and operational;
(b) routinely checking that email account for messages from TALKROUTE;
(c) monitoring the TALKROUTE website and Your Account page for notices; and
(d) ensuring that communications from TALKROUTE are not filtered, blocked, or otherwise prevented from reaching You.

Unless otherwise stated in the notice, any changes to this Agreement will become effective immediately upon posting or delivery of notice. Continued use of the Services after such notice shall constitute Your acceptance of the modified Agreement, which supersedes any prior version.

37. Interpretation of this Agreement

This Agreement, including any documents incorporated by reference, constitutes the entire agreement between You and TALKROUTE with respect to the Applications and Services and supersedes all prior or contemporaneous understandings, agreements, proposals, communications, and representations, whether oral or written, relating to the subject matter hereof.

If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be construed to reflect the parties’ original intent as closely as possible, and the remaining provisions shall remain in full force and effect.

The failure of TALKROUTE to enforce any provision of this Agreement shall not constitute a present or future waiver of such provision or limit TALKROUTE’s right to enforce such provision at a later time.

Nothing in this Agreement shall be construed to create a partnership, joint venture, employment, agency, fiduciary, or other relationship between the parties.

You acknowledge and agree that a breach by You of the intellectual property provisions of this Agreement would cause irreparable harm to TALKROUTE, for which monetary damages would be inadequate. Accordingly, TALKROUTE shall be entitled to seek injunctive relief, in addition to all other available remedies at law or in equity.

Section titles and headings used in this Agreement are for convenience only and shall have no legal or contractual effect.

This Agreement and all other electronic documents, notices, policies, and guidelines incorporated herein will:
(a) be deemed to satisfy any legal requirement that such materials be in writing;
(b) be legally enforceable as a signed writing against the parties; and
(c) be deemed an “original” if printed from electronic records maintained in the ordinary course of business.
Such electronic documents shall be admissible in judicial, arbitration, mediation, or administrative proceedings to the same extent as comparable business records in printed, hard copy form.

38. Dispute Resolution and Optional Arbitration

In the event of any dispute, claim, question, or disagreement between You and TALKROUTE (a “Dispute”), the parties agree to first use their best efforts to resolve the matter informally. You and an authorized representative from TALKROUTE’s Legal Department (or such other representative designated by TALKROUTE) shall confer in good faith and seek to reach a fair and mutually agreeable resolution. Neither party shall initiate any legal or administrative action, including arbitration, prior to completing such informal consultation and negotiation.

Jurisdiction and Venue
You agree that any Disputes shall be adjudicated in the state and federal courts of the State of Nevada, U.S.A. Venue for any Disputes shall be the Eighth Judicial District Court for Clark County for state court cases, and the United States District Court for the District of Nevada for federal court cases. You agree to submit to the exclusive jurisdiction of such courts with respect to any Disputes and agree not to bring any Disputes in any other court or adjudicative body. You hereby consent to venue and personal jurisdiction in such courts with respect to such Disputes and irrevocably waive any right that You may have to assert that such forum is not convenient or that any such court lacks jurisdiction.

Optional Arbitration for Small Claims
Notwithstanding the foregoing, for Disputes where the amount in controversy is ten thousand dollars ($10,000) or less, either party may elect to resolve the Dispute through binding, non-appearance-based arbitration. Such arbitration shall be conducted by a mutually agreed-upon arbitration provider, and may occur via telephonic, written, or online means, at the discretion of the party initiating arbitration. The arbitration shall follow the provider’s applicable rules for such proceedings, and any judgment rendered by the arbitrator may be entered in any court of competent jurisdiction. The arbitrator’s decision shall be final and binding on both parties.

Legal Fees and Costs
In the event of any litigation or arbitration between You and TALKROUTE relating to a Dispute, the non-prevailing party shall reimburse the prevailing party for all reasonable attorneys’ fees, costs, and expenses incurred in connection with such Dispute.

39. Choice of Law

This Agreement and Your use of the Applications and Services shall be governed by and construed in accordance with the laws of the State of Nevada and the United States of America, without regard to its conflict of law principles. The venue for any disputes shall be in the state or federal courts located in Clark County, Nevada. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement or to Your use of the Applications or Services.