Terms and Conditions

Last updated:

Oct 7, 2025

Effective date: [01.September 2025]
Controller: Sunview Systems AG, Dorfstrasse 38, 6341 Baar, Switzerland
Contact: [info@elberly.com]  


1) Agreement & eligibility

By accessing the Site or using our services, you agree to these Terms, our Privacy Policy, and any service-specific order forms, SOWs, or DPAs (together, the “Agreement”).


2) Services

We provide AI-enabled solutions (e.g., virtual reception, outbound calling, chatbots, email outreach, web/software). Specific scope, SLAs, fees, and term are defined in your order/SOW. Beta features are provided as-is.


3) Your responsibilities

  • Provide accurate information and lawful instructions; obtain all required consents (e.g., call recording notices applicable to your jurisdiction).

  • Configure integrations and grant necessary access.

  • Use services in compliance with law (no spam, unlawful content, harassment, or rights violations).

  • Do not reverse engineer, misuse, or overload the services.


4) Acceptable use

You will not: (i) infringe IP or privacy; (ii) introduce malware; (iii) bypass security; (iv) use the services for illegal, discriminatory, or deceptive purposes; (v) spam or violate telemarketing/email laws (incl. CASL, TCPA/local equivalents). We may suspend for violations to protect the platform.


5) Data protection; roles

When Elberly acts as Processor, a DPA applies. You (Controller) remain responsible for lawfulness of processing, notices, and consents. When Elberly acts as Controller, processing is governed by our Privacy Policy.


6) Intellectual property

  • Elberly IP: All platform/software, models, prompts, templates, designs, and know-how remain Elberly’s or its licensors’ property. No rights are granted except a limited, non-exclusive, non-transferable license to use during the term.

  • Your Content: You retain rights in your trademarks, content, and data. You grant Elberly a license to use them to deliver the services.

  • Deliverables: Unless otherwise agreed in writing, generic components, libraries, and know-how are not “work-for-hire.” Custom assets expressly purchased and fully paid may be assigned or licensed per your order.


7) Third-party services

Telephony, TTS/ASR, LLMs, email/SMS gateways, CRM/helpdesk, and hosting may be provided by vetted third parties under their terms. We are not responsible for third-party outages or policy changes but will act commercially reasonably to mitigate impact.


8) Fees & payment

Fees are as stated in your order (setup, monthly, usage). Invoices are due 30 days net unless otherwise stated. Late amounts may accrue interest at the lawful rate. Taxes, carrier fees, and overages are your responsibility.


9) Warranties & disclaimers

We warrant we will provide services with reasonable care and skill. Except as expressly stated, the services are provided “as is” and “as available.” We disclaim implied warranties (merchantability/fitness/non-infringement) to the maximum extent permitted by law.


10) Limitation of liability

To the maximum extent permitted by law:

  • Indirect damages excluded: no liability for lost profits, revenue, goodwill, or indirect/consequential damages.

  • Cap: our aggregate liability arising from the Agreement shall not exceed the amounts paid by you to Elberly in the 12 months preceding the claim.
    These limits do not apply to liability that cannot be limited under applicable law (e.g., wilful misconduct).


11) Confidentiality

Each party will protect the other’s confidential information with at least reasonable care and use it only to perform under the Agreement.


12) Term, suspension & termination

The Agreement runs for the term set in your order/SOW and renews per its terms. We may suspend for non-payment, security risk, or material breach. Either party may terminate for uncured material breach (30 days’ notice) or insolvency. Upon termination, you pay amounts due; we will return or delete data per the DPA and retention policies.


13) Governing law & venue

This Agreement is governed by the laws of Switzerland, without regard to conflict rules. Exclusive venue is Zug, Switzerland. Mandatory consumer protections (if applicable) remain unaffected.


14) Changes to Terms

We may update these Terms for legal/operational reasons. Material changes will be notified; continued use after the effective date constitutes acceptance.


15) Disclaimer of Results

While Elberly provides advanced AI-powered tools and solutions designed to streamline operations, improve efficiency, and support business growth, we do not guarantee any specific business results, financial performance, or success. The outcomes achieved through the use of our services depend on multiple factors outside our control, including client implementation, market conditions, and individual effort. Responsibility for achieving results remains with the client.


16) Miscellaneous

  • Assignment: You may not assign without our consent; we may assign to an affiliate or in connection with a transaction.

  • Severability: If a clause is unenforceable, the remainder remains in effect.

  • Entire Agreement: These Terms + order/SOW + DPA + Privacy Policy form the entire agreement.


Contact:
Sunview Systems AG, Dorfstrasse 38, 6341 Baar, Switzerland
Email: info@elberly.com