Terms of Service

Controller/Contracting Entity: HELLOMATIK, S.L. (CIF B22803126)
Contact: contact@hellomatik.com

Effective date: 1 October 2025 — Last updated: 1 October 2025

These Terms of Service (the "Terms") govern access to and use of hellomatik.com, app.hellomatik.com, our APIs, voice and chat modules, automations, integrations, and related software, websites, and services (collectively, the "Service"). If you are entering into these Terms on behalf of an organization, you represent that you have authority to bind that organization. By using the Service, you accept these Terms. If you do not agree, do not use the Service.

1. Definitions

For the purposes of these Terms of Service:

"Customer," "you," or "your" means the person or entity using the Service.

"Authorized Users" means individuals you allow to access the Service under your account.

"Customer Content" means data, text, files, audio, transcripts, prompts, outputs, metadata, and other material submitted to or processed by the Service under your account.

"Outputs" means content created by the Service in response to Customer inputs or settings.

"Integrations" means third-party products or services connected to the Service (e.g., CRMs, telephony, storage, messaging, analytics).

"Subprocessors" means third parties Hellomatik uses to process personal data to provide the Service.

"Security Incident" means unauthorized access to or disclosure of Customer Content in Hellomatik's systems that results from a failure of Hellomatik's reasonable security measures.

2. The Service; Business Use Only

The Service is an enterprise platform that lets you deploy conversational voice and chat, automations, and workflows connected to your tools. The Service is for business use only. You are responsible for how you set up and use the Service. You are also responsible for what Integrations you connect and any actions taken by your Authorized Users, agents, or workflows.

3. Accounts; Customer Responsibilities (Shared Responsibility Model)

3.1 Account Security.

You are solely responsible for: (a) keeping credentials, API keys, and tokens confidential; (b) enabling and enforcing security controls such as SSO, MFA, least-privilege roles, IP allowlisting, and key rotation; (c) removing access promptly for departing users and vendors; and (d) monitoring activity in your environment. You must notify Hellomatik promptly of any suspected breach.

3.2 Customer Systems & Data.

You control your data sources and Integrations. You are solely responsible for the legality, accuracy, and setup of Customer Content. You are also responsible for getting all notices and consents required by law. This includes call recording and disclosure obligations for voice features and telemarketing limits where they apply.

3.3 Wrong Settings & Third-Party Breaches.

Hellomatik is not responsible for unauthorized access, loss, or changes caused by: (i) stolen or misused credentials (including phishing or social engineering of your users), (ii) wrong settings of the Service or Integrations by you or your users, (iii) third-party breaches or outages in your systems, networks, or Integrations, or (iv) actions taken according to your instructions or automations you set up.

3.4 Customer Backups.

Unless we agree otherwise in writing, you are responsible for backing up data in non-Hellomatik systems and any copies you export from the Service.

4. License and Acceptable Use

4.1 License.

Subject to these Terms and timely payment of fees, Hellomatik grants you a non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your internal business purposes.

4.2 What You Cannot Do.

You will not: (a) copy, modify, translate, or create derivative works of the Service; (b) reverse engineer, decompile, disassemble, or try to discover the source code or underlying models (except where the law does not allow such a restriction); (c) access the Service to build a competing product; (d) interfere with or disrupt the Service; (e) remove or hide proprietary notices; or (f) use the Service for high-risk activities where failure could lead to death, personal injury, or severe environmental or property damage. Examples of high-risk activities include medical diagnosis, life support, air traffic control, and nuclear operations.

4.3 Acceptable Use.

You will not use the Service to: (a) break the law or violate others' rights; (b) store or send malicious code; (c) upload illegal, infringing, or offensive content; (d) send unlawful or unsolicited communications; or (e) try to bypass usage limits or rate limits.

4.4 Outputs and Human Review.

Outputs may be wrong or incomplete. You are responsible for reviewing and checking Outputs. You are also responsible for decisions made based on them.

5. Customer Content; Privacy; Data Processing

5.1 Ownership.

You keep all rights in Customer Content.

5.2 Our Use of Customer Content.

You grant Hellomatik a limited, worldwide, non-exclusive license to process Customer Content only to provide and maintain the Service. We can also process it to prevent or fix technical or security issues, comply with law, and as otherwise allowed in these Terms or your DPA.

5.3 No Default Training.

Hellomatik does not use Customer Content to train AI models by default. Any training use would require your clear, removable, and specific permission.

5.4 Privacy & DPA.

Our Privacy Policy explains how we handle data as a controller. Where Hellomatik processes personal data on your behalf, the parties will sign a Data Processing Agreement (DPA). The DPA forms part of these Terms. If there is a conflict, the DPA controls for processing on your behalf.

5.5 Subprocessors & Transfers.

Hellomatik may use Subprocessors under written agreements that require data protection. Cross-border transfers will use a lawful method. Examples include EU Standard Contractual Clauses, adequacy decisions such as the EU–U.S. DPF, or other valid methods.

6. Security; Incidents

6.1 Our Security.

Hellomatik uses reasonable technical and organizational measures to protect the Service. Examples include encryption in transit, access controls, environment isolation, monitoring, and backups.

6.2 Security Incidents.

If Hellomatik confirms a Security Incident affecting Customer Content in Hellomatik systems, we will notify you without undue delay. We will provide information reasonably available for you to meet your legal duties.

6.3 What Is Not a Security Incident.

A Security Incident does not include unauthorized access, loss, or disclosure that results from: (a) your systems or networks, or a third party's; (b) stolen credentials or devices of you or your users; (c) wrong settings by you; or (d) actions performed according to your instructions or automations.

6.4 Working Together.

Each party will reasonably help investigate and fix any incident within its control.

7. Third-Party Services and Integrations

The Service may work with or rely on third-party services. Examples include telephony, messaging, cloud, analytics, and authentication. Third-party terms apply to those services. Hellomatik is not responsible for their acts, omissions, security, availability, or performance. Integrations may access or store your data. You enable them at your own choice and risk.

8. Voice, Calling, and Recordings

You are responsible for lawful use of outbound and inbound calling. This includes: (a) getting and honoring required consents and notices for recording and transcription; (b) following telemarketing and do-not-call rules; and (c) honoring opt-out requests. Hellomatik provides setup options and disclosures but does not provide legal advice or guarantee your compliance.

9. Beta and Preview; Free or Trial Access

Features labeled as beta, preview, trial, or free are provided "as is" without support or SLA. They may change or stop at any time. They may have extra terms or limits.

10. Fees; Taxes; Changes

Fees are as stated in your order, admin console, or plan. Fees are not refundable unless required by law. Usage-based charges are billed based on your actual use. Examples include minutes, events, storage, and messages. You allow Hellomatik or its payment processor to charge all fees and taxes. Hellomatik may update pricing or plan features with advance notice matching your billing cycle. Continued use after the change takes effect means you accept it.

11. Suspension and Termination

Hellomatik may suspend or end access if: (a) you break these Terms or fail to pay; (b) your use risks the security, integrity, or availability of the Service; or (c) required by law. You may end access at any time according to your plan. When access ends, your license stops. Hellomatik may delete Customer Content from active systems following the retention periods stated in your account or DPA.

12. Confidentiality

Each party will protect the other's Confidential Information with at least reasonable care. Each party will use it only to perform under these Terms. Confidential Information does not include information that is publicly available without breach, lawfully received from a third party, independently created, or required to be disclosed by law (with prompt notice where lawful).

13. Warranties; Disclaimers

13.1 Mutual Authority.

Each party confirms it has power to enter these Terms.

13.2 Service Disclaimer.

The Service, Outputs, beta features, and any documentation are provided "as is" and "as available." Hellomatik disclaims all warranties, express or implied. This includes warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranties from course of dealing or usage of trade. Hellomatik does not promise that the Service will be error-free or uninterrupted. We do not promise that Outputs will be accurate or suitable for any particular use.

13.3 Your Responsibility.

You are solely responsible for (a) following laws that apply to your data and communications, (b) human review of Outputs, and (c) harms caused by your settings, credentials, devices, or Integrations.

14. Indemnities

14.1 By Customer.

You will defend, indemnify, and hold harmless Hellomatik and its affiliates, officers, directors, employees, and agents. This covers all third-party claims, damages, liabilities, costs, and expenses (including reasonable legal fees). This applies to claims arising from: (a) your Customer Content; (b) your use of the Service in breach of these Terms or law; (c) disputes with your end users or customers; or (d) your Integrations and settings (including agent actions taken under your credentials).

14.2 By Hellomatik (IP).

Hellomatik will defend you against third-party claims saying that the Service directly infringes a valid intellectual property right. This applies when you use the Service as allowed and do not combine it with non-Hellomatik products (except Integrations we supply). We will pay damages finally awarded or settlement we approve in writing. Hellomatik may, at its choice: (i) get rights to continue use, (ii) modify or replace the Service to avoid infringement, or (iii) end the affected features and refund prepaid fees for the unused term. Hellomatik has no duty for claims based on Customer Content, your settings, Integrations, or use that violates these Terms.

15. Limitation of Liability

15.1 Certain Damages Not Covered.

To the maximum extent allowed by law, neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages. Neither party will be liable for loss of profits, revenues, goodwill, data, or business interruption. This applies even if told of the possibility.

15.2 Total Cap.

Except for your payment duties and each party's indemnity duties, each party's total liability will not exceed the amounts you paid or owe to Hellomatik for the Service during the twelve (12) months just before the event causing liability.

15.3 Legal Limits Preserved.

Nothing in these Terms removes or limits liability where such removal or limit is not allowed by law. Examples include death or personal injury caused by negligence, fraud, or willful misconduct.

15.4 Risk Sharing.

The fees reflect the sharing of risk in these Terms.

Important clarification (customer misuse and unauthorized access).

For clarity, Hellomatik is not liable for any unauthorized access, disclosure, loss, or damage that results from: (i) stolen credentials (including phishing or social engineering of your users); (ii) wrong settings of the Service or Integrations by you; (iii) problems or outages in third-party systems or networks you select or control; or (iv) actions performed by automations, agents, or users under your account and according to your instructions or settings.

16. Publicity

Unless you opt out by written notice, you give Hellomatik permission to identify you as a customer. We may use your name and logo in client lists, websites, and presentations. Such use must be truthful and not misleading.

17. Export; Sanctions; Anti-Bribery

You confirm that you and your users are not subject to sanctions. You will follow export, sanctions, and anti-corruption laws. You will not use the Service in banned places or for banned purposes.

18. Changes to the Service and to these Terms

We may change features, add limits, or stop parts of the Service with reasonable notice where possible. We may update these Terms from time to time by posting the revised version and updating the "Last updated" date. Material changes will take effect 30 days after posting (or as stated in the notice). Your continued use after the change takes effect means you accept it.

19. Order of Priority; Entire Agreement; Assignment

If there is a conflict between these Terms and an Order Form, SOW, or DPA, the order of priority will be: (1) DPA (for processing on your behalf), (2) Order Form or SOW, then (3) these Terms. These Terms make up the entire agreement on the subject matter. They replace prior agreements. You may not assign these Terms without Hellomatik's written consent. Hellomatik may assign to an affiliate or in connection with a merger, reorganization, or sale of assets.

20. Governing Law; Venue

These Terms are governed by the laws of Spain, without regard to conflict-of-laws rules. The parties submit to the exclusive jurisdiction of the courts of Madrid (Spain). The parties waive any objection to venue or forum non conveniens. Either party may seek injunctive or equitable relief in any court of competent jurisdiction.

21. Notices

Notices to Hellomatik must be sent to contact@hellomatik.com and to the postal address above. Notices are deemed given upon receipt.

22. Severability; Waiver

If any provision is found unenforceable, the rest will stay in effect. Failure to enforce a provision is not a waiver.

By using the Service, you confirm that you have read and agree to these Terms. You are responsible for the acts and omissions of your Authorized Users, agents, and Integrations connected to your account.