Miisk Service Agreement

This Agreement is between Miisk LLC ("Miisk," "we") and the client named below ("Client," "you"). It includes Exhibit A (the completed onboarding form), the Miisk Terms of Service, and the Miisk Acceptable Use and Compliance Policy, in the versions recorded below.

AGREEMENT SUMMARY

When you agree electronically during onboarding, the summary values are your completed onboarding form (Exhibit A): the client is your legal business name as entered, the locations covered are the locations submitted, the product is the product you selected, the fees are the Section 3 fees for that product (also presented at checkout), the service start date is your go-live date (confirmed to you in writing), Exhibit A is dated the day you submit, the Terms of Service version is v1.7, and the Acceptable Use and Compliance Policy version is v1.5.

1. What you're getting

Miisk answers your phone as your business, responds to questions from your knowledge base, books appointments, and follows up with leads across the channels included in your product. The scope, integrations, and locations covered are the ones set out in Exhibit A, the onboarding form signed with this Agreement.

2. How long this runs

The initial term is six (6) months, starting on your Service Start Date — the day your service goes live, not the day you sign. We'll confirm that date to you in writing when the service goes live. After the initial term this Agreement continues month to month until either side cancels under Section 4.

3. What it costs and when it's due

Onboarding fee. One time, due at signing: $2,000 to onboard a new organization (including its first location); $625 per location onboarded under a brand already on Miisk.

Monthly fee. Per month, per location, by product: Reception $500; Inbound + Outbound $550; Full Suite $600. For locations onboarded under a brand already on Miisk: Reception $450; Inbound + Outbound $500; Full Suite $550. Every location includes 500 AI minutes per calendar month; additional minutes are billed at $0.30 per minute. The product and fees that apply to you are the ones you selected in Exhibit A and were presented at checkout. The fee is for that calendar month, accrues on its first day, is payable in advance, and is due no later than the 10th. The first monthly fee is charged at go-live.

If payment fails. We'll notify your billing and escalation contacts straight away and retry. If payment has not cleared within five (5) business days, we may stop the service without further notice. Where a payment has already failed once in the preceding six months, we may stop the service immediately. In every case the full monthly fee for that month remains payable and is not prorated. Service resumes when payment clears. Stopping the service does not shorten your term or reduce anything owed.

4. How to cancel

You can cancel any time after the initial six months. Send written notice to your Miisk contact; email is fine. Once we receive notice your service stays on through the end of that calendar month and turns off at month end. The final month is not prorated. We can cancel on the same terms.

One exception before then. If we make a material change to the Terms of Service or the Acceptable Use and Compliance Policy that is adverse to you, you may cancel before the six months are up, on the terms those documents set out.

5. What we need from you

Give us the information and access listed in Exhibit A — knowledge base content, schedule or CRM access, phone number arrangements, and an escalation contact — and keep it current. Miisk can only answer as well as the information it is given.

Consent. Outbound calling, texting, and email run only on contacts who have given you the consent the law requires. You are responsible for the consent your forms collect, for the disclosures those forms carry, and for keeping your do-not-contact list current. We do not obtain consent on your behalf, and we make no representation that your practices comply with any law.

6. Your data

Your customer data is yours. We use it to run and improve your service, and we don't sell it. After cancellation we'll provide an export of your call and message records on request and delete our copies within 30 days, except where we are required to keep records. How we handle personal information is set out in Part 4 of the Acceptable Use and Compliance Policy, which is our data processing agreement with you.

7. What the service can and can't do

The service answers from the information, rules, and content you give us. Nothing it says sets a price, creates or changes a membership, guarantees availability, or promises a result. We are not liable for a statement the service makes from information you supplied or rules you set, and you are responsible for honoring or correcting what it tells your customers.

The service is not for emergency, medical, or safety-critical use. Do not configure it to handle those matters; route them to a person.

The service is provided "as is." We do not warrant that it will be uninterrupted or error-free, or that it will produce any particular result, and we disclaim all implied warranties, including merchantability and fitness for a particular purpose, to the fullest extent the law allows.

8. Who covers what

You will defend and cover us, our licensors, and the service providers we use to deliver the service, against any third-party claim arising from the contacts you ask us to make — including claims under the Telephone Consumer Protection Act or comparable state or federal law — from the consent your forms collect, from content or data you give us, or from your use of the service outside this Agreement.

Our total liability under this Agreement is limited to the fees you paid us in the three months before the claim.

9. Our relationship

Miisk is an independent contractor. We are not your agent, employee, partner, or joint venturer. The service answers as your business at your direction, but that does not make us your legal representative and does not give us authority to bind you.

10. If there's a dispute

Before either side files anything, give the other 30 days' written notice describing the problem and a chance to fix it.

Any dispute is brought individually. Both sides waive any right to bring or take part in a class, collective, or representative action, and both sides waive trial by jury. Venue is the state or federal courts located in Utah County, Utah, and both sides consent to that venue.

11. General terms

Confidentiality. Each side keeps the other's non-public business information confidential.

Changes. Any change to this Agreement or to Exhibit A has to be in writing and signed by both sides. The Terms of Service and the Acceptable Use and Compliance Policy may be updated by us as those documents provide.

Governing law. This Agreement is governed by the laws of the State of Utah.

Entire agreement. This Agreement, Exhibit A, the Miisk Terms of Service, and the Miisk Acceptable Use and Compliance Policy are the whole agreement between us, and each of those documents is incorporated into this Agreement. If they conflict, this Agreement controls, then Exhibit A, then the Terms of Service — except that the Acceptable Use and Compliance Policy controls over the Terms of Service as to its subject matter.

Exhibit A — Onboarding form

The completed Miisk client onboarding form, dated and agreed with this Agreement, is attached and forms part of it.