Terms & Conditions
These Terms and Conditions for Services (“Terms“) govern the provision of services (“Services”) by Votiko LLC and its affiliates and subsidiaries (collectively, “Votiko,” “Company,” “we,” “us,” or “our“) to you (“Client” or “you“) under one or more Service Plans (as defined below) agreed upon by Votiko and the Client from time to time. These Terms constitute a legal agreement between you and Votiko. By utilizing our Services, you agree to these Terms.
1. SERVICES
The Service Plan you agree to with Votiko (the “Service Plan“) and these Terms (collectively referred to as this “Agreement“) form the entire agreement between you and Votiko, superseding all prior agreements, understandings, and communications. Votiko will provide Services solely under a Service Plan mutually agreed upon. The Service Plan is governed by these Terms and is incorporated by reference. In case of any conflict between these Terms and the Service Plan, the Service Plan will prevail. Votiko will deliver the services detailed in the Service Plan (“Services“) according to these Terms and the Service Plan. If telephone answering services are included, (a) Votiko is not responsible for transferring Client telephone lines to the Call Center (defined below in Section 8), and (b) the Client authorizes Votiko to record messages between the Client’s callers and the Call Center. Votiko offers various rate plans tailored to individual client needs and objectives. Billing may be time-based or per call/chat/text, as specified in the Service Plan. Time-based billing includes Worktime and may include System Time, detailed below. The Client acknowledges that Votiko cannot control the nature of inbound communications and all Worktime or System Time generated, including unsolicited or pre-recorded calls, is billable to the Client. By using Votiko’s Services, you agree to these Terms and any applicable Service Plan.
(a) Worktime. Worktime includes any time the Call Center (defined below) works on your behalf, including answering calls, sending emails, making outbound calls, dispatching, handling customer service inquiries, programming, account maintenance, and other interactions with you or your callers. Worktime is billed on a minute-usage basis, rounded up to the nearest 30-second increment. For example, a 10-second call on a 30-second increment plan will be billed as 30 seconds; a 31-second call as 60 seconds. For 60-second increment plans, a 10-second call will be billed as 60 seconds, and a 71-second call as 120 seconds. We do not bill for callers on hold waiting to speak with the Call Center but do bill for hold time when transferring calls from the Call Center to the Client, including outbound ringing time and hold time while interacting with the Client. Votiko reserves the right to use AI agents or services (“AI Agent“) to support the Call Center, with AI Agent time billed as Worktime unless otherwise specified in the Service Plan.
(b) System Time. System Time includes any automated processes on the Client’s behalf, billed in arrears. Examples include front-end greetings, text messages, emails, faxes, and pages. If your account is subject to System Time charges, it will be specified in the Service Plan. For billing questions, contact our Billing Department at 630-923-8375 or info@votiko.com. We are happy to provide detailed descriptions of all account-related fees.
(c) Per Call, Per Chat, or Per Text Billing. Votiko may bill per call, chat, or text as specified in the Service Plan. The Service Plan will outline a Recurring Charge (defined below in Section 3) based on an allotted number of communications, with additional fees for Overage Usage (defined below in Section 1(d)). Billable calls include pre-recorded, robocalls, telemarketing, unsolicited, and ‘dead-air’ calls. Engaged chats are interactions with a Votiko chat/text representative or AI Agent, billed regardless of the reason for initiation. The length of an engaged chat does not impact the charges. AI Agent use may incur separate or additional fees as specified in the Service Plan.
(d) Service Fees. Fees are calculated per cycle, noted in the Service Plan as weekly, monthly, or 28-days unless otherwise specified. Fees include fixed Recurring Charges for base voice minutes or communications, variable overage fees for usage beyond the base rate, and miscellaneous fees detailed in Section 2 (“Miscellaneous Fees“). All fees, including applicable sales and use taxes based on the address provided, must be paid on time. For billing inquiries, contact our Billing Department at 630-923-8375 or info@votiko.com. Detailed descriptions of account-related fees are available upon request.
(e) Third-Party Services. Some Services may involve third-party components subject to their terms and conditions and/or privacy policies. You may need to agree to these third-party terms to use these components. Votiko may modify, remove, or replace third-party services from time to time. Use of any third-party service in connection with Votiko’s Services is at your risk, and Votiko disclaims responsibility for third-party services. Upon written notice, you may authorize third-party service providers (“Permitted Third Party”) to access and use the Services on your behalf. Such use is considered your use for all purposes under this Agreement, and you are liable for any breaches by a Permitted Third Party. Votiko is not responsible for any actions taken by Permitted Third Parties.
2. MISCELLANEOUS FEES
Based on the features selected in the Service Plan, Votiko will levy certain Miscellaneous Fees as detailed in the Service Plan. These fees may include, but are not limited to:
(a) Holiday-related fees for New Year’s Day, Martin Luther King Jr. Day, Presidents Day, Memorial Day, Independence Day, Labor Day, Thanksgiving, and Christmas. (b) Additional charges for maintenance, programming, coding, software development, general technology services, and telephony services, including troubleshooting. (c) Fees, costs, and expenses for additional training and coaching of Votiko employees in connection with new, enhanced, upgraded, or revised Client products or services, and/or substantial changes to call handling processes or scripts, as well as extra features provided at the Client’s request.
If certain features selected are not included in the Recurring Charge listed on the Service Plan, Votiko may charge fees for these features, which may include but are not limited to voicemail boxes, use of the AI Agent, call transfer fees, additional phone number rental fees, reporting fees, portal and mobile app access fees, and encrypted SMS messaging. Predictable and recurring Miscellaneous Fees, such as phone number rental fees, will be billed in advance with the Recurring Charge and are due at the same time. Unpredictable, non-recurring Miscellaneous Fees will be billed in arrears along with any Overage Usage charges and are due concurrently with those charges.
For any billing inquiries, please contact our Billing Department via phone at 630-923-8375 or email at info@votiko.com. We will gladly provide a detailed description of any and all fees related to your account.
3. PAYMENT; LATE CHARGES
From the start date indicated in the Service Plan (“Start Date”), Votiko will provide regular services to the Client. The Client must pay the rate (or pro-rata portion thereof) for the Services as set in the Service Plan (“Recurring Charge”) on or before the Start Date, and on or before the first day of each successive billing cycle. Votiko reserves the right to adjust any component of the Recurring Charge, variable Overage Use charge, or Miscellaneous Fees, upon notice to the Client. The Client must always maintain a valid form of payment on file with Votiko, authorizing Votiko to charge this form of payment at any time for Services rendered but not yet paid. If usage significantly exceeds the base rate allotment, Votiko may immediately charge the payment on file after notifying the Client. All fees are quoted and payable in United States dollars. The Client’s obligation to pay all sums due remains, even if Votiko fails to, is unable to, or refrains from charging the payment on file. If payment is not made or the payment method on file cannot be charged, Votiko reserves the right to suspend or terminate the account. Additionally, if any payment is more than 21 days late, Votiko may charge a late fee of either $10 or 10% of the amount due, per cycle period, subject to local law restrictions.
For any billing inquiries, please contact our Billing Department via phone at 630-923-8375 or email at info@votiko.com. We will gladly provide a detailed description of any and all fees related to your account.
4. TERM; TERMINATION
Votiko will provide Services for the period specified in the Service Plan (“Term”), which will automatically renew unless either Votiko or the Client gives thirty (30) days prior written notice of termination. The Client may request changes to the Service Plan by contacting Votiko via phone or email, and such changes must be approved by an authorized Votiko representative. Approved changes will be reflected in the next billing cycle unless otherwise agreed. Credits may be applied at Votiko’s discretion for changes made during a billing cycle. Votiko may terminate Services immediately, with or without notice, if the Client is in Material Default, defined as:
(i) Suspected illegal, fraudulent, or illicit activity, including sexual encounters. (ii) Abusive, disrespectful, or inappropriate behavior by the Client, their staff, or callers towards Votiko personnel. (iii) Breach or violation of any Agreement terms. (iv) Failure to pay any due amounts. (v) Insolvency, bankruptcy, or related proceedings.
If Votiko does not resolve a service issue within 14 days of written notice from the Client, the Client may terminate the Agreement immediately by providing written notice. Upon termination for any reason, Votiko retains the right to collect any due amounts, including prorated amounts for rendered but unpaid Services. In case of termination due to the Client’s Material Default, or otherwise, the Client must pay all legal fees, collection costs, and accrued late fees.
5. CLIENT'S OBLIGATIONS, ACTS, AND OMISSIONS
The Client must promptly respond to any Votiko request for direction, information, approvals, authorizations, or decisions necessary for Votiko to perform the Services under this Agreement. Votiko will not be in breach of its obligations or liable for any costs, charges, or losses sustained by the Client if Votiko’s performance is prevented or delayed by any act or omission of the Client, their agents, subcontractors, consultants, or employees, including providing inaccurate or outdated information.
6. METHODS OF COMMUNICATION AND DISCLOSURE
In compliance with applicable law, the Client agrees that Votiko may contact them via email, phone, text message, or any other communication method using the provided information for fulfilling duties under this Agreement. This includes marketing, promotional purposes, customer service, system maintenance, billing and collections, surveys, and returning messages. Communication rates from vendors may apply. Votiko may disclose information to comply with applicable law, regulations, or valid legal processes, including subpoenas, court orders, or search warrants. Votiko is entitled to identify the Client as a customer in marketing materials and on its website.
7. TAXES
The Client is responsible for all sales, use, excise taxes, and any other similar taxes, duties, and charges imposed by any federal, state, or local government entity on any amounts payable under this Agreement.
8. SCRIPTED READINGS
The Client must provide Votiko with scripted texts to answer questions about the Client’s products and services. Votiko will train its representatives and AI Agent based on these scripts. Votiko will make reasonable efforts to follow the scripts, but the Client is responsible for answering questions that cannot be addressed by Votiko’s representatives or AI Agent. The Client must provide and regularly update contact information for forwarding such questions. The AI Agent uses the Client’s scripts to generate responses, but Votiko does not control the specific content produced by the AI Agent. Clients may opt out of using the AI Agent.
9. INTELLECTUAL PROPERTY
All intellectual property rights in work products delivered to the Client by Votiko are owned exclusively by Votiko. Votiko grants the Client a limited, non-exclusive, revocable license to use code provided for chat and text message functionality. This license terminates automatically upon termination of services.
10. CONFIDENTIAL INFORMATION
All non-public, confidential information disclosed by Votiko to the Client is confidential and must not be disclosed or used without Votiko’s prior written consent. Confidential information does not include publicly available information, information known to the Client before disclosure, or information obtained from a third party on a non-confidential basis. Votiko may seek injunctive relief for violations of confidentiality.
11. DATA PROTECTION
Votiko will use commercially reasonable efforts to comply with privacy and data protection laws. The Client must also comply with applicable privacy laws and limit the personal information processed by Votiko to what is necessary for the services. Votiko aims to secure information but cannot guarantee complete security and is not responsible for third-party circumventions of privacy safeguards.
12. REPRESENTATION AND WARRANTY
Votiko warrants that it will perform services professionally and according to the Service Plan. If the Client notifies Votiko of defective services within ten days, Votiko will re-perform the services or refund the price. This is the Client’s exclusive remedy for any breach by Votiko.
13. DISCLAIMER OF WARRANTIES
Except as provided in Section 12(a), Votiko makes no warranties regarding the services, including implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, or accuracy.
14. OUTBOUND DIALING TERMS & CONDITIONS
The Client certifies compliance with the Telephone Consumer Protection Act (TCPA) and other telemarketing laws for all leads provided to Votiko. The Client warrants that Votiko is permitted to make outbound calls to these leads and Votiko is entitled to rely on this warranty.
15. INDEMNIFICATION
The Client agrees to indemnify and hold Votiko harmless from third-party claims arising from the Client’s use of Votiko’s services, except for claims resulting from Votiko’s gross negligence or willful misconduct.
16. LIMITATION OF LIABILITY
Votiko is not liable for any indirect, incidental, or consequential damages, including loss of profit or revenue, arising from the services. Votiko’s total liability is limited to the amount paid for services during the billing cycle in which the claim arose.
17. WAIVER
Votiko’s waiver of any provision or right under this Agreement must be in writing and signed. Failure to exercise any right or remedy does not constitute a waiver.
18. FORCE MAJEURE
Votiko is not liable for delays or failures caused by circumstances beyond its control, including natural disasters, governmental actions, labor disputes, or service interruptions.
19. ASSIGNMENT
The Client may not assign its rights or delegate its obligations under this Agreement without Votiko’s prior written consent. The Agreement is binding on the Client’s successors and assigns.
20. RELATIONSHIP OF THE PARTIES
The parties are independent contractors. This Agreement does not create an agency, partnership, joint venture, employment, or fiduciary relationship.
21. GOVERNING LAW
This Agreement is governed by the laws of the State of Delaware. Disputes will be resolved through binding arbitration in Arizona under the American Arbitration Association rules. Both parties waive the right to a jury trial.
22. SEVERABILITY; SURVIVAL
If any provision of this Agreement is invalid or unenforceable, it does not affect other provisions. Provisions that should continue beyond termination will survive, including confidentiality, data protection, and governing law.
23. AGREEMENT TO NON-HIRE / NON-SOLICIT
The Client agrees not to solicit or hire Votiko employees without prior written consent or by paying a buy-out fee equal to the employee’s last three months of wages multiplied by four. This restriction applies during the term and for six months after termination.
24. PERFORMANCE
Votiko’s performance metrics are historical averages and not guarantees of future performance.