Service Agreement

Version 1.1 · Effective date: October 12, 2026 · Last updated: October 12, 2026

1. Parties and how you accept

This Agreement is between Lavi Entrepreneurship & Management (Meir Lavi), Israeli sole proprietorship (Osek Murshe), doing business as AI Lab Pro ("we", "us"), and the business named in the Quote ("you", "Client").

You accept this Agreement, the Terms of Service (including individual arbitration, the class-action waiver and the 30-day opt-out in section 17 of the Terms) and the Quote when you type your full name, check the agreement box and click "Accept" on your Quote page, or when you accept an Upwork contract that refers to the Quote. Your typed name is your electronic signature, and you agree to sign and receive documents electronically. We record the date, IP address, browser, and the version of this Agreement you accepted (version 1.1 on this page). The version you accepted applies to your Quote until you accept a newer one.

Order of documents if they conflict: (1) the Quote, (2) this Agreement, (3) the Terms of Service. For work contracted through Upwork, Upwork's terms control payment, escrow and Upwork dispute handling.

2. Scope

• The scope is exactly what the Quote lists, including its "included" and "not included" sections.
• Anything not in the Quote is a change. We will send a written change quote; work starts only after you approve it.
• We do not promise business results (for example more leads, jobs or revenue).

3. Process and timeline

1. You pay the deposit.
2. You complete the setup checklist in your portal (access to your calendar, business hours, FAQ, alert contacts, SMS registration details, call forwarding). Each step has a short video.
3. Delivery time in the Quote is counted in business days from the day the checklist is complete.
4. We build and test, then send you a test line. You test it yourself.
5. You approve go-live and pay the final 50%. We switch the service on.
6. Handoff is by video and written notes. An optional 15-minute video call is available on request.

Delays caused by missing access, late answers or third-party approvals (for example SMS carrier registration, which can take up to several weeks) extend the timeline. Voice answering can go live before SMS registration is approved.

We reply to messages within one business day. Written quotes are sent within 1 business day of a completed questionnaire. Business days are Sunday–Thursday, Israel time.

4. Fees and payment

• All prices are fixed, in US dollars, as shown in the Quote. A Quote is valid for 14 days.
• Setup fee: 50% deposit before work starts; 50% before go-live. We do not offer net-30 terms.
• Monthly fee: starts on the go-live date, billed monthly in advance.
• Usage: the Quote lists the usage included each month (for the AI Receptionist: 400 voice minutes and 1,000 SMS segments). We never bill extra usage automatically. We alert you when you reach 80% and 100% of the included usage. An extra usage block is added only with your written approval, at the price in the price book.
• Price changes: we will tell you at least 30 days in advance before we change the monthly price of your plan. You may cancel before the change takes effect.
• Taxes: prices do not include taxes. We do not expect US sales tax, as the service is performed outside the US. On request we provide IRS Form W-8BEN.
• Late payment: if a payment is more than 10 days late, we may pause the service after written notice. We do not delete your data during a pause.

5. Refunds

• 30-day satisfaction guarantee (AI Receptionist and the Receptionist + Website bundle): If you are not satisfied within 30 days after go-live, tell us in writing (email or the portal) and we will refund the setup fee you paid for the AI Receptionist and switch the AI line off. On the Receptionist + Website bundle, we refund only the AI Receptionist part of the setup fee: the AI Receptionist's stand-alone setup price, less the same percentage discount (if any) you received on the bundle. The website stays yours, and its monthly plan continues unless you cancel it. Monthly fees for the period used are not refunded. This applies to the AI Receptionist and the bundle, not to the website on its own. The guarantee period starts on the go-live date recorded in your portal.
• Setup deposit: fully refunded on request within 7 days of payment, as long as you have not completed the setup (access) checklist. After you complete the checklist, the deposit is non-refundable, except under the satisfaction guarantee above.
• Website (on its own): the deposit rule above is the only setup refund, because content work starts right away.
• Final setup payment: non-refundable once the service is live, except under the satisfaction guarantee above.
• Retainer plans (Care, Growth, Studio): if you cancel within 7 days of your first retainer payment, we refund 75% of that first payment. After that, retainer fees are non-refundable.
• Monthly service fees: no refunds for partial months or for months already used.
• Payments made on Upwork are refunded through Upwork.

6. Term, automatic renewal and cancellation

• Automatic renewal. Monthly services renew automatically each month and are billed in advance until you or we cancel.
• Cancel anytime. You can cancel by email or in your portal, with 30 days' notice. We confirm the cancellation in writing and do not charge you after the notice period ends. We may also cancel with the same notice.
• Either party may end the Agreement right away if the other seriously breaches it (for example the acceptable-use rules in the Terms of Service) and does not fix it within 10 days of written notice, or if the law requires it.
• After cancellation you can request a data export within 30 days (see section 12). Phone numbers we provisioned can be transferred to you where the carrier allows; carrier fees apply.
• Sections that by their nature should continue (payment owed, intellectual property, confidentiality, limitation of liability, indemnity, disputes) survive the end of this Agreement.

7. Your responsibilities

• Give accurate information and the access listed in the checklist.
• Review the AI's greeting, FAQ answers and booking rules before go-live, and keep them accurate (prices, hours, services, service area).
• Make sure your use of calls, texts and transcription is legal in every state where your callers are.
• Use the "Pause AI" control in your portal if anything looks wrong, and tell us.
• Do not use the service to collect protected health information (see section 12), payment card numbers or Social Security numbers.
• Keep your own records. The AI receptionist is not a system of record and not an emergency service.

8. Calls, texts and consent (SMS / TCPA)

You are the sender of record. Calls are answered and texts are sent in your business's name, on your behalf. You are responsible for having any consent the law requires. To help you, the service collects and logs consent in the ways described below, and you agree not to change these settings. We do not give legal advice and do not promise that these steps are enough for every caller or every state.

1. Inbound only. The AI answers calls that callers make to you. It does not place outbound calls with an artificial or AI voice.
2. Notice in the greeting. Every AI-answered call starts with a notice that the caller is speaking with an AI assistant, that the call may be recorded and transcribed by us and our service providers, and that the business may text the caller at that number about the call. You cannot remove or shorten this notice.
3. Texts we send, and the consent basis for each.
   (a) Missed-call text: at most one text per missed call (and no more than one per number in 24 hours), sent soon after the caller's own call, with fixed wording that names your business and says "Reply STOP to opt out." You can change only your business name in it. Wording: "Hi, this is [Business Name]. Sorry we missed your call! What can we help with? Reply STOP to opt out."
   (b) Booking confirmation and one reminder: sent only if the caller said yes when the assistant asked, during the call or the text conversation, whether it may text a confirmation and a reminder. The answer is logged with the time and the call record. If the caller says no, the booking still stands and the assistant gives the details out loud instead.
   (c) Replies: the AI texts back only in a conversation the caller started or continued by texting.
   No marketing, promotional, review-request or sales texts are sent through the service, and you agree not to ask for them or add such content to any template.
4. Opt-out. STOP, QUIT, END, REVOKE, OPT OUT, CANCEL, UNSUBSCRIBE, any message that clearly asks not to be texted, and a spoken request on a call are honored right away for all automated messages to that number, until the person texts START. One confirmation text may be sent. If a caller asks you directly (in person, by email or on your own phone) not to be texted, you must tell us, and we will add the number to the opt-out list within one business day.
5. Time window. A booking confirmation is sent right after the call, because it answers the caller's yes on that call. A missed-call text is sent right after the call, but not between 9:00 p.m. and 8:00 a.m.; if it has to wait, it is sent only once, in the window below, and only if the caller has not called back. Reminders and any other message that is not a direct reply to the caller are sent only between 9:00 a.m. and 8:00 p.m. (noon to 8:00 p.m. on Sundays). Each window is checked in both your time zone and the caller's likely time zone (from the area code).
6. Landlines. The system checks the number type and does not text landlines.
7. Records. We keep a log of the consent basis, time and number for each text, and of each opt-out, for five years, and we will give you a copy on request to answer a complaint or claim.
8. SMS registration (A2P 10DLC). We register your business with US carriers as your technology provider, and we describe the opt-in to carriers truthfully: callers hear the texting notice in the greeting, the assistant asks before booking texts, and STOP and HELP are supported. You confirm that the business details you give us for registration are true. Registration can be rejected or delayed by carriers; this is outside our control.

AI and recording notice. Every AI-answered call begins with a spoken notice that the caller is speaking with an AI assistant and that the call may be recorded and transcribed by us and our service providers. The notice plays before the assistant processes anything the caller says, and you cannot remove or shorten it. If a caller asks whether they are talking to a person, the AI answers honestly. Call audio is streamed to our service providers to convert speech to text and text to speech and is not stored by us. Transcripts are kept for 90 days and then deleted. If a caller objects to recording or transcription, the assistant stops, does not keep a transcript of the conversation, and alerts you to call the person back. We process call content only to provide the service to you and do not use it to train AI models; our service providers process it under their own terms, which limit how they may use it. The laws of some states require all parties to a call to consent to its recording or interception. The notice is designed so that a caller who continues the call after hearing it consents, which is the approach courts and statutes in those states generally accept. You will not instruct callers or use the service in a way that conflicts with the notice, and you will tell us if you need a different notice for a specific state or industry.

You represent that: (a) you have the right to receive and respond to calls and texts at the numbers you forward to us; (b) you will not ask us to text anyone who has not called or texted you, or to send marketing texts; (c) you will promptly forward to us any opt-out request you receive outside the service; and (d) you will not use the service in a way that breaks the Telephone Consumer Protection Act, state telemarketing or call-recording laws, or carrier rules. You will indemnify us for claims caused by your breach of this section, including content you add and contacts you ask us to make. We do not claim that the service makes your business compliant with any law.

Compliance features are not legal advice. The default wording, opt-out handling and other compliance features we build are tools to help you comply; they are not legal advice, and we are not your compliance advisor or fiduciary. You are responsible for insuring your own business, including against claims by your callers.

9. AI limitations

The AI can misunderstand callers, give an incomplete answer, or book the wrong slot. We set rules in code to limit this (for example it never quotes prices you have not approved, never offers discounts, and sends emergencies to you and to 911). You can see every call, text and booking in your portal. We are not liable for a lost job, a wrong booking, or a caller's action based on an AI answer, beyond the limit in section 15.

10. Service level

We aim for 99% monthly availability of the AI receptionist, on a best-effort basis. This is a target, not a guarantee, and there are no service credits. If our server is down, calls go to a voicemail fallback. We monitor the service and alert ourselves to failures. Outages of phone carriers, cloud providers or AI providers are outside our control.

11. Intellectual property

• Your materials (logos, text, photos, data, your FAQ answers) stay yours. You give us a license to use them only to provide the services.
• Client deliverables. When you have paid all setup fees in full, you own the work made specifically for you: your website content and design files, your written copy, your AI receptionist's configuration (greeting, FAQ, booking rules), and your domain if bought in your name.
• Our materials. We keep ownership of our pre-existing and reusable materials: templates, shared code, the receptionist platform and runtime, prompts and prompt frameworks, tools and know-how. We grant you a non-exclusive, non-transferable license to use our materials as part of your deliverables. For hosted services (such as the AI receptionist), the license lasts while your monthly plan is active; when the plan ends, the hosted service stops and you keep your configuration export. For a website, the license to template code included in your site files is perpetual once you have paid in full.
• Before full payment, all deliverables remain ours.
• We may show non-confidential parts of the work (for example a screenshot with demo data) in our portfolio, unless you tell us not to.

Founding-client price and case study

This applies only if your Quote shows the Founding-client price (30% off the setup fee, offered to our first 3 clients). In return for that price, you agree that we may publish a short case study about your project. It may include your business name and logo, a short quote from you, and aggregated numbers (for example how many calls the AI answered). It will never include your callers' names, phone numbers or messages. We will send you every case study, post or quote before it is published, and nothing is published without your written approval, which you will not unreasonably withhold. You may ask us to remove a published case study at any time after 12 months. The Founding-client price is never charged back, even if no case study is published.

12. Data, sub-processors and confidentiality

• We process your callers' information on your behalf, as your service provider, only to provide the service, as described in our Privacy Policy. We do not sell it, do not share it for advertising and do not use it for our own marketing.
• Sub-processors. We use the service providers listed in section 6 of the Privacy Policy (for example Anthropic, Twilio, Supabase, Railway and Resend). We will tell you by email before we add or replace one that handles your callers' information.
• Retention: call transcripts and texts 90 days; technical logs 30 days; texting consent and opt-out records 5 years. Then they are deleted automatically.
• When the Agreement ends, you may ask for an export of your data (calls, texts within the retention period, bookings log, configuration) within 30 days. After that we delete it, except booking records (kept 2 years for accounting), texting consent and opt-out records (kept 5 years) and records we must keep by law.
• We will help you answer privacy requests from your callers about data we hold for you.
• Each party keeps the other's non-public business information confidential and uses it only for this Agreement.
• Health information. Unless we have both signed a Business Associate Agreement, we do not act as a "business associate" under HIPAA and you must not use the service to create, receive, maintain or transmit protected health information. You confirm that you are not a HIPAA covered entity or business associate, or that a signed BAA covers this Agreement. If you become one, tell us before you use the service with callers, and we may pause the service until a BAA is in place. Data submitted in breach of this section is your responsibility under section 16. Early-access services are provided "as is", without the service-level target in section 10, and we may change or stop them on 14 days' notice with a pro-rated refund of any prepaid monthly fee.

13. Third-party services

The service depends on third parties (for example Twilio, Google, Calendly, Zapier, Anthropic and your CRM). Their terms apply. If a third party changes or stops a feature, we will tell you and propose a fix or a change quote. Third-party fees named in the Quote (for example SMS registration fees) are included; others are passed through at cost.

14. Warranties

We will perform the services in a professional way, consistent with the Quote. If a delivered feature does not work as the Quote describes, tell us within 30 days of go-live and we will fix it at no extra cost. This is your main remedy for defects. Otherwise, to the extent the law allows, the services are provided "as is", and we disclaim implied warranties of merchantability, fitness for a particular purpose and non-infringement.

15. Limitation of liability

To the extent the law allows: (a) each party's total liability under this Agreement is limited to the greater of (i) the amounts you paid us in the 6 months before the event that caused the claim, or (ii) US$500; (b) neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, jobs or data; and (c) we are not liable for fines, penalties or statutory damages (including under the Telephone Consumer Protection Act or any state telemarketing, texting or call-recording law) arising from calls or texts made in your name, except to the extent caused by our failure to process an opt-out request we received. These limits do not apply to your payment obligations, to refunds we owe under section 5 (including the satisfaction guarantee), which remain payable in full, to your indemnity under section 16, or to a party's fraud or willful misconduct. You are responsible for insuring your own business (section 8).

16. Indemnity

1. By you. You will defend and hold us harmless from third-party claims (including claims by callers, carriers or regulators) that arise from your content, your instructions, the business details you gave for SMS registration, or your use of calls and texts in breach of section 8 or the law, including any resulting fines, penalties, statutory damages, settlements and reasonable attorneys' fees.
2. By us. We will defend and hold you harmless from third-party claims that the materials we made for you, as delivered, infringe a US copyright or trademark. This does not cover claims caused by your materials, your changes, or combination with things we did not provide. Our obligation under this section is subject to the limit in section 15.
3. The party asking for defense must tell the other party promptly, let it control the defense, and cooperate reasonably.

17. Independent contractor

We are an independent contractor, not your employee or agent. We are responsible for our own taxes. We may use AI tools and service providers to do the work; we remain responsible for the result.

18. Governing law and disputes

Section 17 of the Terms of Service (Governing law and disputes) is part of this Agreement as if written here in full. That section covers: business customers only; the State of New York law and the Federal Arbitration Act, with the law of the state where your business is based as a fallback; 30 days of good-faith talks first; binding individual arbitration administered by the AAA under its Commercial Arbitration Rules and Expedited Procedures, seated in New York, in English, on documents when no claim is above US$25,000; the arbitrator decides arbitrability; small-claims court; no class actions; no jury; a 30-day opt-out by email; and a one-year time limit. Your 30 days to opt out start on the date you sign your first Quote. If a Quote, this Agreement or the terms of a platform we were introduced through (for example Upwork) say something different about how disputes between you and us are resolved, section 17 of the Terms controls, to the extent that platform's terms allow.

19. Not affiliated with Anthropic

We build with Claude, an AI model by Anthropic, PBC. We are not affiliated with, endorsed by or sponsored by Anthropic.

20. General

This Agreement, the Quote and the Terms of Service are the full agreement on this subject. Changes must be in writing (email or the portal counts). If part of this Agreement is unenforceable, the rest stays in force. Neither party is liable for delays or failures caused by events beyond its reasonable control, including outages or decisions of phone carriers, SMS registration (A2P 10DLC) bodies, cloud or AI providers, changes to those providers' terms, cyber-attacks we could not reasonably prevent, natural disasters or war. A claim under this Agreement must be started within one year after it arises, unless the law requires a longer period. Neither party may assign this Agreement without the other's consent, except as part of a sale of the business with notice. Notices go to the emails in the Quote and to support@ailabpro.co.