Terms and conditions.

Acceptance of terms

These Terms and Conditions ("Terms") form a legally binding agreement between you ("Customer", "you") and MeraTalk Inc. ("MeraTalk", "we", "us") governing your access to and use of the MeraTalk website, platform, and communication services (collectively, the "Services").

By creating an account, placing an order, or otherwise using the Services, you confirm that you have read, understood, and agree to be bound by these Terms and by our Privacy Policy. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity. If you do not agree with any part of these Terms, you must not use the Services.

Description of services

MeraTalk provides cloud-based business communication services, which may include:

• Cloud business phone systems, including calling, voicemail, call routing, and related features.
• Wholesale Voice services, including voice termination, SIP trunking, and DID number origination.
• Business messaging services, including SMS and MMS sending and receiving.
• Contact center services, including inbound routing, IVR, agent tools, and monitoring features.
• Related APIs, dashboards, integrations, and support services.

The specific Services available to you depend on your account type, plan, and any separate order forms or service agreements you enter into with us. We may add, modify, or discontinue features from time to time, provided that material reductions in core functionality will be communicated in advance where reasonably practicable.

The Services are intended for business use. They are not a replacement for traditional emergency calling services in all circumstances, and emergency dialing capabilities may be limited or unavailable depending on your configuration, device, and location. You are responsible for maintaining an alternative means of accessing emergency services.

Accounts & eligibility

To use most Services you must register for an account. You agree to:

• Provide accurate, current, and complete registration information, and keep it updated.
• Maintain the confidentiality of your account credentials and restrict access to authorized users only.
• Notify us promptly of any unauthorized use of your account or any other breach of security.
• Accept responsibility for all activity that occurs under your account, including activity by your end users.

You must be at least 18 years old and legally capable of entering into binding contracts to use the Services. We may require identity verification or business documentation (KYC) before activating certain services, particularly Wholesale Voice and messaging services, and may decline or limit service at our discretion to protect network integrity and regulatory compliance.

Acceptable use

You agree to use the Services only for lawful purposes and in compliance with all applicable laws and regulations, including telecommunications, anti-spam, and consumer protection laws in every jurisdiction where you originate or terminate traffic. Without limitation, you must not:

• Send unsolicited communications (spam), engage in robocalling that violates applicable law, or transmit messages without required consent.
• Engage in fraudulent activity of any kind, including traffic pumping, International Revenue Share Fraud (IRSF), caller ID spoofing intended to defraud, or arbitrage schemes that violate carrier agreements.
• Transmit unlawful, harassing, defamatory, or threatening content, or content that infringes the rights of others.
• Attempt to gain unauthorized access to the Services, other accounts, or connected networks and systems.
• Interfere with or disrupt the integrity or performance of the Services, including through excessive automated requests.
• Resell or white-label the Services except under a wholesale or reseller arrangement expressly agreed with MeraTalk.
• Use the Services in violation of applicable call-authentication and robocall-mitigation requirements, including STIR/SHAKEN obligations where applicable.

We monitor for fraudulent and abusive traffic patterns. We may suspend or block traffic that we reasonably believe violates this section, with or without prior notice, in order to protect our network, our carriers, and other customers.

Payment terms

Fees for the Services are set out in your selected plan, order form, or rate schedule. Unless otherwise agreed in writing:

• Subscription services are billed in advance on a recurring basis for each billing cycle.
• Usage-based services (such as per-minute voice traffic and per-message fees) are billed based on actual recorded usage, which may be prepaid or postpaid depending on your account arrangement.
• All fees are exclusive of applicable taxes, regulatory fees, and surcharges, which you are responsible for paying.
• Invoices are due according to the payment terms stated on the invoice or in your service agreement. Late payments may result in suspension of Services and may accrue interest as permitted by law.
• Our usage records and call detail records constitute the authoritative basis for billing, absent demonstrable error.

Billing disputes must be raised in good faith within 30 days of the invoice date and must be accompanied by reasonable supporting detail. Undisputed amounts remain payable while a dispute is investigated. Except where required by law or expressly stated otherwise, fees are non-refundable.

Service availability

We work to keep the Services available, reliable, and performant, including through redundant infrastructure, route monitoring, and a Network Operations Center staffed around the clock. However, the Services are provided over networks and third-party infrastructure that we do not fully control.

Accordingly, the Services are provided on an "as is" and "as available" basis. We do not warrant that the Services will be uninterrupted, error-free, or free of harmful components. Scheduled maintenance will be communicated in advance where reasonably practicable; emergency maintenance may occur without notice.

Where a separate service level agreement (SLA) applies to your account, the remedies stated in that SLA are your sole and exclusive remedies for availability or performance failures covered by it.

Intellectual property

The Services — including all software, platforms, designs, documentation, trademarks, and content provided by MeraTalk — are and remain the exclusive property of MeraTalk and its licensors. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes during the term of your agreement.

You may not copy, modify, reverse engineer, decompile, create derivative works of, or attempt to extract the source code of any part of the Services, except to the extent such restriction is prohibited by applicable law.

You retain all rights to the content and data you submit to or transmit through the Services ("Customer Content"). You grant us a limited license to process Customer Content solely as necessary to provide, secure, and improve the Services and to comply with law. If you provide feedback or suggestions, we may use them without restriction or obligation to you.

Limitation of liability

To the maximum extent permitted by applicable law:

• Neither party will be liable for any indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost revenue, lost data, or business interruption, even if advised of the possibility of such damages.
• MeraTalk's total aggregate liability arising out of or relating to the Services or these Terms will not exceed the amounts paid by you to MeraTalk for the Services giving rise to the claim during the twelve (12) months preceding the event giving rise to liability.
• MeraTalk is not liable for failures or degradation caused by third-party carriers, networks, equipment, or services outside our reasonable control, or by your own systems, configurations, or end users.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you. Nothing in these Terms excludes liability that cannot be excluded under applicable law, including liability for fraud or willful misconduct.

Indemnification

You agree to defend, indemnify, and hold harmless MeraTalk and its officers, directors, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to:

• Your use or misuse of the Services, including traffic you or your end users originate.
• Your violation of these Terms or of any applicable law or regulation.
• Your Customer Content, or any claim that it infringes or misappropriates the rights of a third party.
• Disputes between you and your own customers or end users.

Termination

You may stop using the Services and close your account at any time, subject to any minimum commitments in your service agreement. Fees accrued before termination remain payable.

We may suspend or terminate your access to the Services, in whole or in part, if:

• You materially breach these Terms and fail to cure the breach within a reasonable period after notice (where cure is possible).
• Your account is past due and remains unpaid after notice.
• We reasonably believe your use of the Services creates fraud, security, legal, or network-integrity risk — in which case suspension may be immediate.
• We are required to do so by law, regulation, or a carrier obligation.

Upon termination, your license to use the Services ends and we may delete account data in accordance with our Privacy Policy and applicable retention requirements. Sections of these Terms that by their nature should survive termination (including payment obligations, intellectual property, limitation of liability, and indemnification) will survive.

Governing law

These Terms are governed by and construed in accordance with the laws of the United States and the state in which MeraTalk Inc. is organized, without regard to conflict-of-law principles. Any dispute arising out of or relating to these Terms or the Services will be subject to the exclusive jurisdiction of the courts located in that state, and each party consents to personal jurisdiction and venue there.

Before initiating formal proceedings, both parties agree to attempt in good faith to resolve any dispute informally by contacting the other party and allowing at least 30 days for resolution. Nothing in this section prevents either party from seeking injunctive or equitable relief to protect its intellectual property or confidential information.

Changes to these terms

We may update these Terms from time to time to reflect changes in our Services, business practices, or legal requirements. When we make material changes, we will notify you by email or by a prominent notice on our website before the changes take effect.

The "Last updated" date at the top of this page indicates when these Terms were most recently revised. Your continued use of the Services after the effective date of any revised Terms constitutes acceptance of those changes. If you do not agree to the revised Terms, you must stop using the Services.

Contact us

If you have questions about these Terms and Conditions, or need clarification on any obligation before signing up, our team is happy to help.

You may also write to us at:
MeraTalk Inc.
Legal & Compliance Team
United States