Automation Services
These terms for the Communications Automation Services are expressly incorporated into the Master Services Agreement entered into by IntelePeer and Customer (the “Agreement”).
For purposes of this Attachment, IntelePeer LLC is the Affiliate providing the Services under the terms of this Attachment, and hereafter referred to as “IntelePeer”.
1. Service Description. IntelePeer will make available to Customer the communications automation service, which is a cloud computing software-as-a-service on the Conversational AI Platform (“CAP”) that allows the Customer to use the software to support the orchestration of multi-channel communications, to trigger further additional applications and workflows, and to capture metrics for business intelligence, pursuant to the terms and conditions set forth in this Agreement (collectively “Automation Services”). References to Automation Services include any associated automation, analytics, IntelePeer application programming interfaces (“APIs”), routing for messaging, voice and video communications, programs, features, functions, bots, report formats, instructions, code samples, any markup language, the IntelePeer website, account portal, technical support, support and technical documentation, software, and any updates to the foregoing, in connection with the use of Automation Services.
1.1 Enablement. IntelePeer will grant Customer access to use Automation Services to develop and integrate applications, implementations, APIs, and services of Customer or their third parties to interface with the Automation Services (“Applications”), and to provide the functionalities of the Automation Services to its users in connection with the use of its Applications. Customer will order Automation Services by expressly authorizing the enablement of the Automation Services in the execution of an IntelePeer Order Form.
1.2 Components. Automation Services include utilization of any of the following components where available, pursuant to the terms of this Attachment:
1.2.1 SmartFlows, which is an intuitive drag-and-drop visual designer solution to enable Customer to create, design and manage omni-channel communication workflows integrated with business processes to control customer communications experience across voice, messaging, social media channels and third-party business applications. For purposes of this Agreement, each Smartflow triggered on the platform, regardless of the actions or functionality engaged for the workflow, is referred to as an “Interaction”; provided that any ongoing non-voice Interaction involving an exchange of messages will be deemed to have concluded at the end of the calendar day (GMT) of the identifiably unique originating message, making any further exchange of subsequent messages a separate Interaction.
1.2.2 Engage, which is a multichannel campaign management application enabling Customer to schedule, distribute and report on multi-channel communications campaigns with their contacts.
1.2.3 SmartAnalytics, which transcribes, analyzes and provides actionable operational and automation insights from Customer’s voice communications with live and AI agents, and then uses self-service dashboards and reporting to streamline tracking of business insights and metrics while improving the third party interactions from the call. IntelePeer will provide SmartAnalytics pursuant to the terms set forth at www.intelepeer.ai/terms/automation-services/smartanalytics as modified from time to time without notice.
1.2.4 Automation Voice, which allows Customer’s in-country and international voice calls using Inbound Voice Services, Outbound Voice Services, Toll Free Services, International Inbound Services or otherwise, which traverse the CAP platform.
1.2.5 Automation Messaging – SMS/MMS, which allows Customer to send text and multi-media messaging in-country or internationally using Long Code telephone or toll free numbers, Alpha-Numeric Codes, or Short Codes from the CAP platform, provided that Customer adheres to the terms set forth at www.intelepeer.ai/messaging-service-description/ as modified from time to time without notice.
1.2.6 Automation Web Service, which allows retrieving and sending data through web-based APIs to access any publicly-accessible RESTful web service to support communications workflow execution.
1.2.7 SmartIntegrations, which integrates external systems and software via third-party APIs identified by Customer into the IntelePeer Services for the purpose of accessing, processing or storing additional data needed for the Services on the Customer account. These arrangements are governed by the contract terms with third parties, which may require Customer to sign a separate agreement with the third party as a condition of establishing the SmartIntegration(s).
1.2.8 Automation Messaging – Facebook, which allows Customer to transmit and receive messages using the Facebook Messenger application pursuant to this Agreement, as long as Customer, its users and its Applications comply with the Terms of Service (www.facebook.com/legal/terms) and the Facebook Commercial Terms (www.facebook.com/legal/commercial_terms), which Customer and its third-party Applications providers will execute directly with Facebook.
1.2.9 Natural Language Processing (“NLP”) – Voice, which Customer may use for conversational AI capabilities such as speech recognition in a voice call.
1.2.10 Natural Language Processing (“NLP”) – Text, which Customer may use for conversational AI capabilities such as sentiment and tone analysis, language detection and translation, and intelligent assistant over text channels.
1.2.11 SmartCommunicatorTM, which is an application (including voice activation) available on a third party platform for download by Customer as a user interface to support voice calls, video and audio conferencing, and SMS messages in the United States and Canada. Upon execution of this Attachment, this Agreement will supersede any prior or contemporaneous online terms adopted on a third party marketplace to download SmartCommunicator.
1.2.12 AI Workflow Builder, which is a tool for constructing a customized voice or instant messaging chatbot based on user-specific data and recommended responses output from the artificial intelligence solutions IntelePeer has implemented, pursuant to the terms set forth at www.intelepeer.ai/terms/automation-services/workflow-builder as modified from time to time without notice.
1.2.13 Call Recording, which allows the Customer to enable the recording and transcription of Interactions involving Automation Voice calls or Bot exchanges made, pursuant to the terms set forth at www.intelepeer.ai/terms/automation-services/call-recording, as modified from time to time without notice.
1.3 Intellectual Property Rights.
1.3.1 In addition to the Intellectual Property Rights defined in the IntelePeer Proprietary Policy incorporated by reference into the Agreement, IntelePeer grants Customer a non-exclusive, non-transferable, non-sublicensable, limited license to use the associated IntelePeer APIs and supporting documentation associated with Automation Services, as well as third party software in machine-readable object code form only for SmartAnalytics, for the sole purpose of using the Automation Services in accordance with this Agreement.
1.3.2 As between IntelePeer and Customer, IntelePeer owns, and reserves all right, title and interest in, the Intellectual Property Rights associated with any algorithms, training data, machine learning models, performance data, tooling, learnings, processes and anonymized, aggregated output, performance metrics and benchmarking related to the Automation Service.
1.3.3 As between the Customer and IntelePeer, Customer only owns, and reserves all right, title and interest in the Intellectual Property Rights of certain information from Automation Services related to Customer, its customers or users, which may consist of individual’s name, contact information, business information, billing records, contact lists, traffic logs and routing information, campaign engagement history, associated metadata, and the content of communications sent through, integrated with, or generated from our Services, such as audio recordings, message bodies, call recordings, transcriptions and any artificial intelligence input and output (“Customer Information”), its Applications, and any SmartFlows Customer built (“Customer Property”); provided that Customer acknowledges that (i) IntelePeer and other users of Automation Services may independently create materials on Automation Services, like SmartFlows, that could be substantially similar to Customer Property which will not constitute infringements of Customer’s Intellectual Property Rights; and (ii) IntelePeer owns the rights to anonymized output data pursuant to Section 1.3.2. Customer grants IntelePeer a non-exclusive, non-sublicensable, royalty-free, irrevocable, perpetual license in those Intellectual Property Rights to use, store, reproduce, analyze and convert for the sole purpose of providing, supporting and enhancing Automation Services in accordance with this Agreement.
1.4 Service Restrictions.
1.4.1 To protect our network and systems for Automation Services, IntelePeer reserves the right, but is under no obligation, to: (i) monitor the Customer’s use of the Automation Services under this Attachment; and (ii) suspend, without notice or liability, its performance in whole or in part under this Agreement, including without limitation blocking the transmission of any data or content, which might be in violation of this Agreement, without notice or liability.
1.4.2 In order to utilize the functionalities of Automation Services, Customer may load, update and delete its Customer Information, which IntelePeer agrees to use commercially reasonable measures to preserve the confidentiality, integrity and availability of any such Customer Information transmitted or stored on Automation Services pursuant to this Attachment. For content transmitted via Automation Services, IntelePeer will retain: (i) any call recordings or transcriptions triggered in the Automation Services and saved into cloud storage for ninety (90) days from the creation of the recording or transcription; (ii) any platform usage records from any Automation Services for three (3) years; and (iii) the records for application detail, call detail, message detail, analytics metadata or content used in Interactions from the AI Workflow Builder for no longer than three (3) years (“CAP Retention Schedule”). Notwithstanding the CAP Retention Schedule, Customer will be solely responsible for retaining any content or any detail records necessary to ensure its compliance with all applicable laws. If your Automation Services account remains inactive for over one hundred and twenty (120) days, IntelePeer reserves the right, in its sole and reasonable discretion and without additional notice, to permanently delete any information Customer loaded into the platforms, including any contact information or content. IntelePeer will have no liability associated with any Customer Information beyond its obligations pursuant to applicable law and the explicit terms of this Agreement.
1.4.3 IntelePeer will have no responsibility or liability associated with: (i) any external APIs or their performance; (ii) any damage to Customer’s systems, or additional costs resulting, directly or indirectly, from any defects in workflow configurations or Applications of Customer or its third party provider; or (iii) any action or inaction of a third party communications carrier that transmits any of the calls or messages generated via Automation Services (“Carrier”), including without limitation any modification, suspension or discontinuance of the Carrier’s services, which impacts the Automation Services.
1.4.4 CUSTOMER ACKNOWLEDGES THAT THE AUTOMATION SERVICES ARE NOT INTENDED TO SUPPORT OR TRANSMIT ANY COMMUNICATIONS OR CONTACT WITH EMERGENCY SERVICES, AND HAVE NOT BEEN ENABLED OR TESTED FOR SUCH PURPOSES. UNDER NO CIRCUMSTANCES WILL INTELEPEER BE LIABLE TO CUSTOMER OR ANY THIRD PARTY UNDER ANY LEGAL OR EQUITABLE THEORY FOR ANY CLAIM, DAMAGE, OR LOSS ARISING FROM OR RELATING TO THE INABILITY TO USE OUR SERVICES TO CONTACT EMERGENCY SERVICES VIA THE AUTOMATED PLATFORM.
1.4.5 Phone numbers used in association with Automation Services are subject to rules and restrictions imposed by local, federal, or national governmental entities and telecommunications carriers. Customer acknowledges and agrees that IntelePeer is the “customer of record” for all phone numbers, for which Customer has purchased from IntelePeer to use on the CAP platform. As the customer of record, IntelePeer has certain rights and obligations with respect to porting the numbers, and may use the phone numbers subject to the terms of the Agreement. Unless otherwise required by law, IntelePeer reserves the right, in its sole discretion, to refuse to allow Customer to port away any phone number for which IntelePeer is the customer of record, and to require Customer to have its account in good standing prior to such porting. In order to comply with applicable rules and restrictions, IntelePeer also reserves the right, in its sole discretion, to reclaim, without liability, any phone number purchased from IntelePeer associated with the Customer account to return the number to the relevant numbering plan, if Customer does not have adequate usage of that phone number or the phone number is otherwise deemed unutilized or underutilized pursuant to the rules and restrictions. If such reclamation occurs for any number on an account that is not otherwise suspended, IntelePeer will use commercially reasonable efforts to: (i) to work with telecommunication carriers to prevent the reclamation of any phone numbers; and (ii) provide Customer written notice prior to any reclamation, to the extent allowed by the applicable legal requirements. IntelePeer will not provide any notice for reclamation of any numbers associated with a suspended account. For avoidance of doubt, the rights of IntelePeer set forth in this Section do not apply to any toll free routing only numbers over which Customer has RESPORG control, or any Customer-provided Short Codes.
1.4.6 In its incorporation of AI functionality in its Automation Services, IntelePeer will employ commercially reasonable efforts to: (i) adhere to industry standards for responsible AI practices, including without limitation the management of the providers of third party AI models, provided that IntelePeer will have no responsibility to Customer or its users for the training of or output from the third party AI Models; (ii) utilize third party AI foundation models, which the third party refrains from utilizing the input or output content of the Customer to develop, train, or improve the third party AI model; and (iii) use any input from the Customer and output from the model to customize the AI integrated in Customer’s implementations of its Automation Services, as well as to process or store such data, in accordance with the terms of this Agreement, including without limitation any Intellectual Property Rights, the Privacy Policy and any associated Data Processing Addendum.
1.5 Warranty Disclaimer. IntelePeer will only provide Automation Services expressly on the condition that Customer uses the Automation Services in accordance with this Agreement and any product documentation provided. Due to the conditions set forth in this Attachment, IntelePeer cannot guarantee (i) the delivery, accuracy, content, efficacy, reliability, security, timeliness, or completeness of the Automation Services or its performance; (ii) the protection of any confidential, sensitive or personal data, content or information that must be shared with any Carrier for the provisioning of Messaging or with any third party provider Customer engages for the use of an Application with our Automation Services; or (iii) the continuing ability of our Automation Services, in whole or in part, to integrate or be interoperable with any Application utilized by Customer. UNDER NO CIRCUMSTANCES WILL INTELEPEER BE RESPONSIBLE FOR THE CUSTOMER’S USE OF THE AUTOMATION SERVICES, INCLUDING WITHOUT LIMITATION FOR ITS INAPPROPRIATE, FRAUDULENT, OR INACCURATE CONTENT, CONTENT CORRUPTION, BREACH OF PRIVACY, DATA SECURITY, OR THIRD PARTY LICENSES OR THIRD PARTY APPLICATIONS ASSOCIATED WITH SUCH USAGE. CUSTOMER’S SOLE AND EXCLUSIVE REMEDY FOR ANY FAILURE OR NONPERFORMANCE OF AUTOMATION SERVICES WILL BE FOR INTELEPEER TO USE COMMERCIALLY REASONABLE EFFORTS TO ADJUST OR REPAIR THE ASSOCIATED PLATFORMS OR SERVICES. ALL SUCH DISCLAIMERS OF WARRANTY WILL BE ENFORCED ONLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
1.6 Changes.
1.6.1 IntelePeer may make additions, changes or updates to the Automation Services and associated specifications (including without limitation infrastructure, security, technical configurations, application features, etc.), without additional notice, to reflect changes in, among other things laws, regulations, rules, technology, industry practices, patterns of use and availability of third party offerings, provided that such changes do not materially reduce the level of performance, functionality, security or availability of the Automation Services. IntelePeer will use commercially reasonable efforts to avoid making changes to Automation Services that are not backwards compatible, and to provide Customer written notice prior to implementing any changes which are not backwards compatible.
1.6.2 IntelePeer will determine, in its sole discretion, whether access to such new features, functionality or enhancements will require an additional fee, to be added via notice to the Rate Notification Email. For any revisions for which IntelePeer notifies Customer, IntelePeer will use commercially reasonable efforts to provide prior written notice to Customer’s Legal Notice Email of such revised terms, which will supersede all prior versions. Customer’s continued use or access of our Automation Services after such written notice constitutes acceptance by Customer of the revisions and any associated fees.
1.6.3 IntelePeer may discontinue the SmartCommunicator application, upon thirty (30) days’ written notice, at which time the Customer will disassociate any end users and disable any telephone numbers. Notwithstanding the foregoing, IntelePeer in its sole discretion may remove any of its applications on any third-party marketplace without notice, provided that IntelePeer still makes the application available to Customer. Customer acknowledges that the SMS content on the developer version of SmartCommunicator will no longer be available when the Customer migrates to the version of SmartCommunicator on the IntelePeer Marketplace or a third-party marketplace.
2. Rates.
2.1 IntelePeer will provide Rates of the packages for Automation Services, as outlined on IntelePeer’s website or in Customer’s Order Form, for Customer to purchase various components individually, collectively, or as part of a Subscription.
2.2 For all Services not purchased in a Subscription, after execution of this Attachment, IntelePeer will invoice Customer at the beginning of each month (“Invoice Date”) for any Monthly Recurring Charge for the package and tiered usage designated in the Customer’s Order Form for the upcoming month in advance, as well as any transactional, non-recurring or overage charges for the previous month.
2.3 The charges set forth in Customer’s Order Form, as Automation Services , will apply regardless of the amount of actual usage of the Services.
2.4 Third Party Charges. Notwithstanding Section 4.1 of the Agreement, any changes in pass-through fees or surcharges from any underlying telecommunications carriers or messaging providers will be effective immediately. In addition to the Taxes Section in the Agreement, Customer agrees that IntelePeer may pass through any Taxes from our underlying telecommunications carriers or messaging providers, including without limitation federal, state and local taxes, fees and surcharges, sales and use taxes, utility user’s fees, excise taxes, VAT, business and occupations taxes, emergency services taxes, franchise fees and universal service fund fees, or other similar exactions, imposed on IntelePeer with respect to your Services.
2.5 Automation Bundles. IntelePeer combines various Automation Service components and low-code or no-code applications, with certain voice services, under bundled Rates, to present our customers with distinct communications automation solutions powered by IntelePeer’s AI services platform. Automation Bundles are provided pursuant to the terms and Rates set forth in this Section, the Customer Order Form, the corresponding Service Attachment for the Services being bundled, and in the online terms at www.intelepeer.ai/terms/automation-bundles/. IN EXECUTING THIS ATTACHMENT AND AS A CONDITION OF ORDERING ANY OF THE RESPECTIVE BUNDLES, CUSTOMER ACKNOWLEDGES THAT THOSE ONLINE TERMS ARE INCORPORATED BY REFERENCE INTO THIS AGREEMENT TO GOVERN THE BUNDLES UNDER THIS AGREEMENT, AND MAY BE REVISED BY INTELEPEER WITHOUT NOTICE FROM TIME TO TIME.
2.5.1 If the Bundles are sold as a tier, then the products packaged in those Bundles will be ordered, deployed and billed based on the tier(s) the Customer orders. Customer may order any quantity of Bundles at any of the Bundle tiers. Customer must ensure that they have sufficient port capacity to support the Bundles purchased. IntelePeer will block any additional calls offered to its CAP platform if Customer has more concurrent calls than ports installed at the time of the call.
2.5.2 IntelePeer, in its sole and reasonable discretion, may supplement or revise what Services or Service components are available in a particular Bundles, or as an Add-On, by updating the online terms from time-to-time, provided that there is no materially adverse effect to functionality made available to the Customer under that Bundle. Customer will have thirty (30) days from the publication of any material changes to the respective online terms to notify IntelePeer of such materially adverse effect.
2.5.3 Unless the Bundles are purchased under a Subscription, IntelePeer will invoice Customer the first day of the month for (i) the monthly Rate for the upcoming month in advance; and (ii) any usage, non-recurring or overage charges from the previous month. IntelePeer will waive any Rates for partial months at Service activation but will not pro-rate Bundles upon cancellation of Services.
3. Customer Responsibilities.
3.1 Customer agrees to be solely responsible for: (i) any and all use of Automation Services under its account, including without limitation whatever content is communicated via Customer’s use of the Services; (ii) any Applications, integrations, systems, APIs, and implementations whether provided by Customer or a third-party, which are enabled in Customer’s presence on Automation Services, including with respect to its configuration, security and the protection of the data integrity, including for any Customer Information; (iii) setting up their own tenant on any third party platform for use of SmartCommunicator, and associating their users with SmartCommunicator; (iv) exercising all reasonable precautions to prevent unauthorized access to or use of the Automation Services; (v) ensuring that any requests Customer makes to the Automation Services are compatible with the then-current Automation Services; (vi) obtaining affirmative consent from its customers and users for IntelePeer, its subprocessors and any Carriers, to access and use all Customer Information as necessary to provide Services and ensure quality control; (vii) complying with all system safety controls for Automation Services; (viii) avoiding use of any false identities, forged email addresses or headers, or fake phone numbers, or other attempts to maliciously mislead others as to the identity of the sender or the origin of a communication by Customer; (ix) making frequent backup copies of any Customer Information stored in the platforms; (x) informing users of any fees or charges from IntelePeer, Carriers or otherwise, which users may incur in connection with messages transmitted using Messaging; (xi) assessing the content, accuracy or legality of processing, transmitting and storing Customer Information and Customer Data with the Automation Services and notifying IntelePeer of the appropriate level of security associated with such information; (xii) all acts or omissions that otherwise occur on the Customer account; and (xiii) obtaining and retaining all documentation sufficient to demonstrate the compliance set forth in this Agreement, and providing such to IntelePeer upon written request.
3.1.1 By utilizing our Automation Services to collect, use, process or transmit any credit card information or cardholder data protected by Payment Card Industry Data Security Standards (“PCI DSS”), Customer acknowledges and agrees that: (a) under no circumstances will IntelePeer be considered a credit card processor although Customer may configure the Automation Services to perform processing and transmission functions under this Attachment; (b) Customer will be solely responsible for any processing and transmission of such information beyond the IntelePeer gateway and any storage of its credit card information on its own or a third party premises; and (c) any SLA metric in the Service Level Agreement offered by IntelePeer will not be applicable to such collection, use, processing or transmission of credit card information.
3.1.2 To the extent applicable law permits, Customer releases IntelePeer from any claims or liability related to the responsibilities set forth in this Section, and waives California Civil Code Section 1542, or similar provision in any jurisdiction.
3.1.3 By enabling any AI functionality within the Automation Services, Customer acknowledges and agrees to: (i) retain the ability and responsibility for human oversight, involvement, and intervention of such AI functionality; (ii) accurately disclose to third parties the origin of any response or result as being generated by artificial intelligence (“AI”) features within the Services, along with any known risks or dangers of the AI to any users; (iii) maintain any markings automatically applied to an AI output by the Services that indicates AI generated the output; (iv) avoid using the AI features of the Services or any associated output to aid, directly or indirectly, in developing, training, re-training, fine-tuning, testing, improving, or enhancing products or services of any foundation model or similar or competing services; (v) have sole responsibility for any decisions, actions and inactions related to the Customer’s use of the AI features of the Services; and (vi) refrain from using the AI functionality of our Automation Services for the purpose of making fully-automated decisions that: (a) may affect individual rights or well-being, including decisions relating to finance, employment, healthcare, housing, insurance, social welfare, or any other essential goods and services; or (b) pose a clear threat or significant risk to health, safety, or fundamental rights.
3.2 Customer warrants that, in its configuration and use of Automation Services, Customer: (i) has reviewed the Restrictions of the Service and will comply with the terms of this Attachment; (ii) will be solely responsible for compliance with all legal requirements applicable in connection with the privacy protections or information security, including without limitation, the Telephone Consumer Protection Act (“TCPA”), the Do-Not-Call Implementation Act, the Controlling the Assault of Non-Solicited Pornography and Marketing (“CAN-SPAM”) Act, the Health Insurance Portability & Accountability Act of 1996 and the Health Information Technology for Economic and Clinical Health Act of 2009 and accompanying regulations (collectively “HIPAA”), the European Union General Data Protection Regulation 2016/679 (“EU GDPR”), the Canadian Anti-Spam Law (“CASL”), Payment Card Industry Data Security Standards (“PCI-DSS”), and any similar international, federal, state, provincial or local laws or regulations governing interactions with third parties in any jurisdiction to the extent applicable; (iii) will adhere to any applicable industry standards, policies and applicable guidelines, including without limitation those published by the Cellular Telecommunications Industry Association (“CTIA”), Mobile Marketing Association (“MMA”), the US Common Short Code Administrator, the Canadian Common Short Code Application Guidelines, or any other generally recognized industry associations (“Industry Guidelines”) and to the carrier standards around content, advertising and campaign materials (“Content Standards”); (iv) will refrain from use, collection, disclosure or storage of information which: (a) is about individuals without their explicit consent or under false pretenses, (b) includes governmental identification numbers, credit card information, security credentials, demographics about the Application’s user(s), personal health information , or any other sensitive information of any kind without providing prior written notice to IntelePeer, (c) contains material that is offensive, obscene, profane, libelous, or defamatory, or (d) is otherwise in violation of this Agreement; and (v) will obtain and retain all documentation sufficient to demonstrate the compliance set forth in this Section, and providing such to IntelePeer upon written request.
3.3 For Automation Services, Customer agrees to indemnify, defend and hold harmless IntelePeer, its affiliated companies, owners, officers, directors, employees, and agents from and against any and all liabilities, damages, costs and expenses (including all legal and professional fees) arising out of or relating to any third party claim related, in whole or in part, to: (i) any failure of Customer or its users to adhere to the terms of this Attachment; (ii) the inability to use Automation Services for emergency services; (iii) any activities related to the Applications or Customer Information, including without limitation IntelePeer’s use or disclosure of such in accordance with this Agreement, and Customer oversight of outputs from use of artificial intelligence functionalities within the Services; (iv) the testing and use of the developer versions of IntelePeer platform which is manually installed by Customer; and (v) the processing or use in the performance of the Services of Customer Information which infringes the Intellectual Property Rights of any third party.
3.4 After termination of Service, Customer will have thirty (30) days to obtain copies of any stored information for the Automation Services at that time, otherwise IntelePeer will delete such information pursuant to its record retention requirements without additional notice. For SmartAnalytics, the only information available for download will be a copy of the current dashboards and reports. If Customer has obtained copies of any software for the performance of Automation Services, Customer must discontinue use upon termination of this Agreement, and irrevocably erase the software including without limitation any archival copies. Customer also acknowledges that IntelePeer will disable any telephone numbers used with SmartCommunicator, and agrees to disassociate its users and uninstall applications, like SmartCommunicator, from the third party tenants which Customer downloaded IntelePeer applications for additional functionality with the Automation Services.
3.5 Customer may access and use the Automation Services, SmartAnalytics portal or any associated software only to the extent of authorizations obtained by Customer. Any unauthorized use, including for any purpose other than for which authorization was granted or for use after the expiration of the Services, may affect the CAP performance and may result in service suspension and additional fees.
3.7 Customer acknowledges that IntelePeer relies on Customer’s adherence to the terms of this Section 3 as an essential basis of the bargain between the Parties as to the offering of the Automation Services to Customer, because Customer’s use of the Services can affect the use of the Services by other IntelePeer customers due to the implications of applicable law and the eligibility requirements of IntelePeer’s underlying third-party solutions. For this reason, any violation of this Section 3 will constitute a material breach of the Agreement for which IntelePeer may immediately terminate the Service without advanced notice, notwithstanding anything in the Agreement to the contrary.
4. Fair Usage Policy
4.1 IntelePeer provides the Automation Services and the associated Bundles under this Agreement conditioned upon compliance at all times with the Fair Usage Policy set forth in this Section, which is designed to prevent fraud of its Automation Services and abuse of the associated Rates.
4.2 The Automation Services and Bundles are intended to be used internally for general enterprise communications purposes only. IntelePeer strictly prohibits any use of the Automation Services, its components, or the Services in the Bundles inconsistent with this purpose, as defined in this Section for Automation Services, and in the respective terms for each of the Bundles (“Prohibited Uses”). For Automation Services, the Prohibited Uses include:
(i) reselling the Automation Services under any circumstances; or
(ii) disproportionately or excessively using natural language processing features, such as more than thirty percent (30%) of overall CAP platform usage.
4.3 IntelePeer may monitor application, configurations, capacity, usage patterns and data consumption associated with the Services in order to manage and operate its Services and protect its platform. IntelePeer may notify Customer of any concerns identified, including without limitation any Prohibited Use, which may require Customer to adjust its use of the Services and if necessary to temporarily suspend Services until the Customer addresses the issue. If Customer utilizes any Services or storage beyond the parameters set forth in the Rating Models for the Bundles, then Customer agrees to pay any applicable Overage charges as set forth in the Order Form in that billing cycle. For any Rates not otherwise subject to an Overage under this Attachment, if Customer does not correct the Prohibited Use by the end of the billing cycle following the notification by IntelePeer, or if Prohibited Use appears in any subsequent billing cycles, IntelePeer reserves the right, in its sole discretion and without any additional notice, to adjust the amounts invoiced to Customer for any affected billing cycles to reflect the appropriate pricing for such Prohibited Use or terminate the Services for cause.