TERMS AND CONDITIONS OF SERVICE
of Jenka Holdings Limited t/a Addetto
(the “Terms”)
Last Updated: 28 October 2005
These Terms and Conditions of Service (“Terms”) govern your access to and use of Addetto AI agent solutions, website, and related services (collectively, the “Service”).
By accessing, ordering, subscribing to, or using the Service, you (“Customer”, “you”, or “your”) acknowledge that you have read, understood, and agree to be bound by:
These Terms and Conditions of Service; and Any applicable Addendums, Agreements, or Service-Specific Terms referenced herein or presented to you at the time of order or activation of the Service.
If you do not agree to these Terms or any referenced agreements, you must not access or use the Service.
1. Interpretation
1.1 “Addetto” means Jenka Holdings Limited, a company incorporated in Ireland (company number 801134) having its registered office at 22 Summerhill Road, Glastule, Dublin, Ireland trading as “Addetto”.
1.2 “Client” means the business entity engaging Addetto to provide the Services.
1.3 “Customer Data” means personal data or information relating to the Client’s customers provided to or collected by Addetto in connection with the Services, including but not limited to names, email addresses, phone numbers, and any related interaction records.
1.4 “Data Protection Legislation” means all applicable data protection and privacy laws in force from time to time in Ireland and the United Kingdom, including the General Data Protection Regulation (EU) 2016/679 (“GDPR”), the Data Protection Acts 1988–2018, and the UK Data Protection Act 2018.
1.5 “Services” means the AI agent, chatbot, and related automation software and hosting services provided by Addetto as described in the relevant proposal, order form, or online subscription plan.
1.6 “Business Hours” means 9:00 to 17:30 GMT, Monday to Friday, excluding public holidays.
2. Provision of Services
2.1 Addetto shall provide the Services with reasonable skill and care consistent with generally accepted industry standards.
2.2 The Client acknowledges that Addetto’s Services involve the recording and processing of voice and text interactions with the Client’s customers through automated AI agents and chatbots, for the purpose of providing the Services.
2.3 Addetto reserves the right to update, modify, or enhance the Services from time to time, provided such changes do not materially reduce the overall functionality of the Services.
2.4 The Client acknowledges that Addetto’s Services rely on third-party hosting and AI infrastructure providers. Addetto will use commercially reasonable efforts to ensure continuity of service but does not guarantee uninterrupted access.
3. Term and Termination
3.1 These Terms shall commence on the date the Client first subscribes to the Services and shall continue unless and until terminated in accordance with this clause.
3.2 Either party may terminate these Terms or any Services on not less than thirty (30) days’ written notice to the other party.
3.3 Addetto may suspend or terminate the Services immediately by notice if the Client fails to make payment when due or otherwise breaches these Terms.
3.4 Upon termination, Addetto shall cease providing the Services and, subject to Clause 5 and the DPA, securely delete or return Customer Data in accordance with the Client’s written instructions.
4. Fees and Payment
4.1 Subscription Model
The Services are provided on a subscription basis. Subscription fees are payable in advance, in accordance with the plan selected by the Client via Addetto’s online platform or order form.
4.2 Payment Method
(a) Payment shall be made by valid credit or debit card through Addetto’s third-party payment processor (e.g. Stripe or equivalent).
(b) The Client authorises Addetto to automatically charge the applicable subscription fees and any renewal fees to the card provided, on a recurring basis, until the subscription is terminated in accordance with these Terms.
4.3 Billing Cycle and Renewals
Unless otherwise agreed, subscriptions automatically renew at the end of each billing cycle (monthly or annually, as applicable). The Client may cancel renewal by providing 30 days’ written notice before the next renewal date.
4.4 Non-Refundable Fees
All fees are non-refundable, including upon cancellation or termination, except where required by law.
4.5 Fee Adjustments
Addetto reserves the right to revise subscription fees upon thirty (30) days’ written notice. Continued use of the Services after such notice constitutes acceptance of the revised fees.
4.6 Taxes
All fees are exclusive of VAT and other applicable taxes, which shall be added to the invoice where applicable.
4.7 Failure to Pay
If a payment is declined or otherwise overdue by more than 14 days, Addetto may suspend or restrict access to the Services until payment is received.
5. Data Protection
The parties agree to comply with the Data Processing Agreement (DPA) annexed to these Terms (Annex 1), which forms an integral part of this contract.
6. Confidentiality
Each party shall keep confidential all information obtained from the other party in connection with these Terms, including Customer Data and business or technical information, and shall not disclose such information except as required by law or for performance of these Terms.
7. Liability
7.1 To the fullest extent permitted by law, Addetto’s total aggregate liability to the Client arising out of or in connection with the Services or these Terms, whether in contract, tort (including negligence), or otherwise, shall be limited to the total fees paid by the Client to Addetto under these Terms up to the date of the event giving rise to liability.
7.2 Addetto shall not be liable for:
(a) any indirect, incidental, or consequential loss;
(b) any loss of profits, business, data, goodwill, or anticipated savings; or
(c) any claim arising from the Client’s failure to comply with Data Protection Legislation or to obtain appropriate consents from its customers.
7.3 Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, fraud, or any other liability that cannot be lawfully excluded.
8. Governing Law and Jurisdiction
These Terms and any dispute arising out of or in connection with them shall be governed by and construed in accordance with the laws of Ireland, and the courts of Ireland shall have exclusive jurisdiction.
9. Miscellaneous
9.1 Entire Agreement – These Terms, including all annexes and schedules, constitute the entire agreement between the parties and supersede any prior understandings or representations.
9.2 Variation – No variation of these Terms shall be effective unless in writing and signed by both parties.
9.3 Assignment – The Client may not assign or transfer its rights or obligations without Addetto’s prior written consent.
9.4 Notices – All notices shall be in writing and delivered by hand, registered post, or email to the addresses last notified by each party.
9.5 Severability – If any provision is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
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