Terms & Conditions

A1. Acceptance of Terms

These Terms and Conditions (“Terms”) are entered into by and between you (“you”, “Subscriber” or “Client”, as applicable) and essere.ai, operated by N.K.P. essere.ai Consulting Limited, a company registered in Cyprus (“essere.ai”, “we”, “us”, “our”). These Terms govern your access to and use of the essere.ai website, the essere.ai platform and services (collectively, the “Platform”).

By using the website, subscribing to the AI Receptionist, or engaging our studio services, you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree, you must not access or use the Platform.

A2. Eligibility and Business Use

The Platform and Services are intended only for individuals at least eighteen (18) years of age. The Platform is intended for business use only. By subscribing or engaging our services, you confirm that you are purchasing on behalf of a business and not as a private consumer. essere.ai reserves the right to refuse service to anyone who cannot confirm business use.

A3. Term

This agreement remains in full force and effect while you use the Platform or Services. All provisions of these Terms that by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

A4. Changes to Terms

essere.ai may revise and update these Terms at any time at its sole discretion. All changes are effective immediately upon posting and apply to all access to and use of the Platform thereafter. Your continued use of the Platform following the posting of updated Terms constitutes your acceptance of those changes. We will endeavour to notify Subscribers and Clients of material changes by email to the address on file.

A5. Website Use

The essere.ai website and its content (text, graphics, logos, animations, code) are the property of essere.ai and are protected by intellectual property laws. You may not scrape, copy, reproduce, or create derivative works from the website without our prior written consent. Information on the website, including pricing, is provided for general information and may change at any time; the applicable price is the price shown at checkout or in your Proposal.

A6. Intellectual Property (Platform)

essere.ai is the sole owner of all intellectual property rights in and to the Platform, including all underlying technology, AI models, software, and associated trademarks and service marks. These Terms grant no intellectual property rights in the Platform or Services to the Subscriber or Client, except as expressly set out in Part C for custom deliverables.

A7. Indemnification

By you: You agree to indemnify, defend, and hold harmless essere.ai and its officers, directors, employees, and agents from and against any third-party claims, losses, liabilities, damages, costs, and expenses (including reasonable legal fees) arising from or relating to:

• Your breach of these Terms
• Your use or misuse of the Services
• Any claims by callers or third parties arising from your configuration or use of the AI Receptionist
• Your failure to comply with applicable laws, including call recording consent requirements

By essere.ai:essere.ai agrees to indemnify you against direct losses arising from third-party claims that the Platform, as provided by essere.ai, directly infringes a third party’s intellectual property rights, provided you promptly notify essere.ai of any such claim and cooperate fully in its defence.

A8. Disclaimer of Warranties

The Platform and Services are provided “as is” and “as available” without warranty of any kind, either express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement. essere.ai does not warrant that the Platform will be uninterrupted, error-free, or that any defects will be corrected.

A9. AI Output Disclaimer

The Services use artificial intelligence. AI-generated output (including conversations held by the AI Receptionist, transcripts, summaries, and content produced in studio deliverables) may contain errors, omissions, or inaccuracies. essere.ai does not warrant that AI output is accurate, complete, or fit for any specific purpose. You are responsible for reviewing AI output that you rely on, and for the business decisions you take based on it. essere.ai shall not be liable for statements made by, or actions taken through, an AI Receptionist during a call, except where caused by essere.ai’s gross negligence or wilful misconduct.

A10. Limitation of Liability

To the fullest extent permitted by applicable law, essere.ai shall not be liable for any indirect, special, incidental, consequential, or exemplary damages arising from the use of or inability to use the Platform or Services, including without limitation loss of revenue, loss of profits, loss of data, loss of goodwill, or business interruption.

In no event shall essere.ai’s total aggregate liability for all claims arising under or in connection with these Terms exceed the total fees paid by you to essere.ai during the six (6) months immediately preceding the date on which the claim arose.

A11. Force Majeure

essere.ai shall not be liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labour disputes, internet or telecommunications failures, power outages, failures of third-party infrastructure providers, or governmental action. Your payment obligations for services already delivered are not affected.

A12. Assignment

essere.ai may assign, transfer, or sub-contract its rights and obligations under these Terms at any time without notice. You may not assign or transfer any rights or obligations under these Terms without the prior written consent of essere.ai.

A13. Governing Law and Jurisdiction

These Terms and any disputes or claims arising from or in connection with them (including non-contractual disputes) shall be governed by and construed in accordance with the laws of England and Wales. Each party irrevocably submits to the exclusive jurisdiction of the courts of England and Wales.

Subscribers and Clients accessing the Platform from other jurisdictions are responsible for ensuring compliance with all applicable local laws and regulations.

A14. Waiver and Severability

No failure or delay by essere.ai in exercising any right or remedy under these Terms shall constitute a waiver of that right or remedy. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, that provision shall be limited to the minimum extent necessary, and the remaining provisions shall continue in full force and effect.

A15. Entire Agreement

These Terms, the Privacy Policy, and any signed Proposal together constitute the entire agreement between you and essere.ai with respect to the Platform and Services, and supersede all prior agreements, representations, and understandings, whether written or oral.

A16. Contact

All enquiries, support requests, and legal notices under these Terms should be directed to:

essere.ai
support@essere.ai

B1. The Services

essere.ai provides an AI-powered inbound receptionist (the “AI Receptionist”) to its Subscribers, with services including:

• Call Answering: AI-led inbound call handling on behalf of the Subscriber
• Call Transcription: automatic transcription of inbound calls
• Call Recording: recording of inbound calls, subject to Section B9
• Call Summaries: automatic post-call summaries available in the Subscriber dashboard
• Calendar Booking: appointment scheduling through essere.ai’s built-in calendar, with optional synchronisation with third-party calendar services including Google Calendar and Microsoft Outlook
• CRM Updates: automatic updating of Subscriber records within the essere.ai built-in CRM dashboard
• Email Summaries: post-call email summaries delivered to the Subscriber upon configuration
• Live Transfer: transfer of active calls to the Subscriber upon request or based on configured rules

All plans are subject to essere.ai’s Reasonable Use Policy (Section B2).

B2. Reasonable Use

Each subscription covers one business and its assigned phone number(s). Minute allowances and features are intended for genuine inbound business use. essere.ai may restrict usage that is abusive, artificial (for example, automated or self-generated call traffic), or that materially exceeds normal patterns for the selected plan, and will contact the Subscriber before doing so where practicable.

B3. AI Disclosure and Transparency

The AI Receptionist identifies itself as an artificial intelligence system at the start of each call, in the language of the conversation, in line with transparency obligations under applicable law, including Article 50 of the EU Artificial Intelligence Act. This disclosure is built into the Platform. The Subscriber must not configure or instruct the AI Receptionist to present itself as a human being. Where local law imposes additional disclosure requirements on the Subscriber’s calls, the Subscriber is responsible for identifying and complying with them.

B4. Third-Party Integrations

essere.ai may offer integrations with third-party services, including but not limited to Google Calendar, Microsoft Outlook, and third-party AI voice infrastructure providers. essere.ai is not responsible for the availability, accuracy, or performance of any third-party service and shall not be liable for any loss or disruption arising from third-party service failures.

B5. Onboarding and Setup Timeline

essere.ai targets activation of the Subscriber’s AI Receptionist within thirty (30) minutes of the Subscriber completing the onboarding form. This target reflects normal operating conditions and is provided as a guide, not a contractual guarantee.

In the event that a technical error occurs during the onboarding or setup phase that prevents the AI Receptionist from going live within the target timeframe, essere.ai shall use its best endeavours to identify, investigate, and resolve the error within forty-eight (48) hours of the issue being identified or reported by the Subscriber, whichever is earlier.

essere.ai is not liable for any loss, damage, or missed opportunity arising from a delay to the go-live date caused by technical errors during the setup phase, provided essere.ai uses reasonable endeavours to resolve the issue within the forty-eight (48) hour window stated above. Subscribers experiencing setup issues should contact support@essere.ai immediately so that the team can prioritise resolution.

B6. Dedicated Phone Number

Each subscription includes the provision of a dedicated inbound phone number assigned exclusively to the Subscriber. The Subscriber shares this number with their clients; all inbound calls to that number are handled by the Subscriber’s AI Receptionist. The Subscriber’s existing personal or business phone number is unaffected. Upon cancellation or termination, the assigned number is subject to the reservation and release terms set out in Section B13.3.

B7. Platform Updates

The Platform is continuously developed and improved. essere.ai reserves the right to modify, enhance, or discontinue any feature at any time. Where practicable, Subscribers will be notified of material changes in advance.

B8. Excluded and High-Risk Use

essere.ai’s services are not intended for use in HIPAA-regulated healthcare environments or in legal proceedings where attorney-client privilege applies. Subscribers operating in such regulated industries are solely responsible for ensuring compliance with applicable regulations.

The AI Receptionist is not an emergency service and must not be relied upon for emergency calls, medical advice, safety-critical instructions, or any situation where a failed or misunderstood call could result in personal injury or serious harm. essere.ai shall bear no liability in connection with such use.

B9. Call Recording

Call recording is a core feature of the essere.ai platform and is required for transcription, call summaries, and CRM functionality. The AI Receptionist announces at the start of every call that the call may be recorded; this Call Recording Disclosure is enabled by default and can be managed through the Subscriber dashboard.

The Subscriber is solely responsiblefor ensuring compliance with all applicable call recording and privacy laws in their jurisdiction, including any requirements to inform callers that a call is being recorded. essere.ai shall not be liable for any legal claims, regulatory penalties, or damages arising from the Subscriber’s disabling of the call recording disclosure or failure to otherwise comply with applicable recording laws.

B10. Service Plans and Payment

B11. No Refund Policy

All payments made to essere.ai are non-refundable. By subscribing, you acknowledge and agree that no refunds will be issued for any reason, including early cancellation, unused service periods, or plan changes.

B12. Confidentiality and Data

essere.ai processes personal data in accordance with the General Data Protection Regulation (GDPR), including the data minimisation principle set out in Article 5(1)(e). Personal data is retained only for as long as necessary for the purpose for which it was collected, and deleted or irreversibly anonymised upon expiry of the applicable retention period.

B13. Cancellation and Termination

B14. Acceptable Use

Subscribers are prohibited from:

• Using the Services for any unlawful, fraudulent, harmful, or deceptive purpose
• Transmitting abusive, threatening, hateful, or objectionable content through the Platform
• Attempting to reverse engineer, copy, modify, or create derivative works of the Platform
• Introducing malware, viruses, or other harmful code to the Platform
• Using the Services to harass, spam, or cause nuisance to third parties
• Configuring the AI Receptionist to impersonate a human being or a third party
• Reselling, sublicensing, or white-labelling the Services without prior written consent from essere.ai

B15. Subscriber Content

To build and operate the AI Receptionist, the Subscriber provides business information, including website content, and configuration preferences. The Subscriber warrants that they own or are authorised to use all materials they provide, and grants essere.ai a non-exclusive licence to use those materials solely to deliver the Services. Content created by the Subscriber through use of the Services, including agent configurations, scripts, and CRM data, remains the property of the Subscriber.

C1. Proposals and Scope

Each engagement is defined in a written proposal, statement of work, or order form agreed between the parties (the “Proposal”). The Proposal sets out the scope, deliverables, timeline, fees, and payment schedule. These Terms apply to every Proposal; where a Proposal expressly varies these Terms, the Proposal prevails for that engagement. Work not described in the Proposal is out of scope.

C2. Quotes

Quotes and Proposals are valid for thirty (30) days from issue unless stated otherwise. An engagement begins when the Client accepts the Proposal in writing (email is sufficient) or pays the initial invoice, whichever occurs first.

C3. Fees and Payment

Fees and the payment schedule are set out in the Proposal. Unless the Proposal states otherwise: (a) an upfront deposit is payable before work begins and is non-refundable once work has commenced; (b) invoices are due within fourteen (14) days of issue; and (c) all fees are exclusive of VAT and applicable taxes, which are handled as described in Section B10.6.

If an invoice remains unpaid after its due date, essere.ai may suspend work until payment is received, and delivery timelines extend accordingly. Deliverables, access, and intellectual property rights are not transferred while invoices remain outstanding.

C4. Change Requests

Changes to scope must be requested in writing. essere.ai will assess the impact on fees and timeline and confirm any adjustment before proceeding. essere.ai is not obliged to perform out-of-scope work.

C5. Client Cooperation

The Client will provide, in a timely manner, the access, information, materials, and approvals reasonably needed to deliver the engagement (including access to relevant systems and personnel). Delays caused by the Client extend the timeline correspondingly and do not entitle the Client to a reduction in fees. The Client warrants that it owns or is licensed to use all materials it provides, and that providing them to essere.ai does not breach any law or third-party right.

C6. Delivery and Acceptance

Deliverables are submitted for the Client’s review as set out in the Proposal. The Client has fourteen (14) days from delivery to accept or to give specific written notice of material non-conformance with the Proposal. Deliverables are deemed accepted if no such notice is received within that period, or upon the Client’s first productive use of the deliverable, whichever occurs first. Where valid non-conformance is reported, essere.ai will remedy it at no additional cost; this is the Client’s sole remedy for non-conforming deliverables.

Unless the Proposal states otherwise, each deliverable includes up to three (3) rounds of revisions. A revision is a refinement of the deliverable within the scope set out in the Proposal; a request that changes the agreed scope, requirements, or functionality is a change request under Section C4, not a revision. Revision requests beyond the included rounds are quoted and billed as additional work.

C7. Intellectual Property in Deliverables

Upon full payment of all fees due under the Proposal, the Client owns the final deliverables created specifically for the Client under that engagement.

essere.ai retains all rights in its pre-existing intellectual property and in anything of general application developed during the engagement, including tools, frameworks, templates, prompts, workflows, know-how, and methodologies (“essere.ai Materials”). To the extent essere.ai Materials are embedded in a deliverable, essere.ai grants the Client a perpetual, non-exclusive, non-transferable licence to use them as part of that deliverable for the Client’s internal business purposes. Nothing in an engagement prevents essere.ai from performing similar services for other clients.

C8. Third-Party Platforms and Licences

Engagements frequently build on third-party platforms (for example CRM, automation, or AI platforms). Unless the Proposal states otherwise, the Client is responsible for procuring and paying for its own subscriptions and licences to those platforms, and the third party’s terms govern their use. essere.ai is not responsible for third-party pricing changes, feature changes, outages, or discontinuation, and shall not be liable for any loss arising from them.

C9. AI-Assisted Delivery

essere.ai may use artificial intelligence tools in delivering studio services. Final deliverables are reviewed by essere.ai personnel before delivery, and essere.ai remains responsible for the overall performance of the services as described in the Proposal. The AI output disclaimer in Section A9 applies.

C10. No Guarantee of Business Outcomes

essere.ai will perform studio services with reasonable skill and care. However, business results depend on factors outside essere.ai’s control, and essere.ai does not warrant or guarantee any specific business outcome, including revenue, cost savings, response rates, rankings, or growth, unless expressly guaranteed in writing in the Proposal.

C11. Confidentiality

Each party will keep the other party’s confidential information confidential, use it only for the purposes of the engagement, and disclose it only to personnel and advisers who need it and are bound by equivalent obligations. This obligation survives for three (3) years after the engagement ends and does not apply to information that is public, independently developed, or required to be disclosed by law.

C12. Portfolio and Publicity

essere.ai may identify the Client by name and logo as a client, and may describe the engagement in general, non-confidential terms in its portfolio, website, and marketing materials, unless the Client opts out in writing.

C13. Non-Solicitation

During an engagement and for twelve (12) months after it ends, neither party will directly solicit for employment or engagement any employee or contractor of the other party who was materially involved in the engagement. General public job advertisements are not a breach of this clause.

C14. Termination of Engagements

Either party may terminate an engagement with fourteen (14) days’ written notice. On termination, the Client pays for all work performed and expenses incurred up to the effective date of termination; deposits are non-refundable as set out in Section C3. essere.ai may terminate an engagement immediately if the Client materially breaches these Terms or the Proposal and fails to cure the breach within fourteen (14) days of written notice.