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AI Agent Evaluation Agreement

THE TERMS OF THIS AI AGENT EVALUATION AGREEMENT (THIS “AGREEMENT”) GOVERNS YOUR ACCESS TO AND USE OF INVOCA’S SERVICES (AS DEFINED BELOW) SOLELY FOR YOUR INTERNAL PURPOSES DURING THE EVALUATION PERIOD.

THIS AGREEMENT TAKES EFFECT WHEN YOU CLICK THE "I ACCEPT" BUTTON BELOW,  BY ACCESSING OR USING THE SERVICES (the "Effective Date"), OR BY EXECUTING AN ORDER FORM THAT REFERENCES THESE TERMS. BY ACCEPTING THIS AGREEMENT, YOU AGREE TO THE TERMS OF THIS AGREEMENT AND, IF APPLICABLE, THE ORDER FORM TERMS AND CONDITIONS. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “CUSTOMER”, “YOU”, OR “YOUR” AS USED IN THESE TERMS WILL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY OR DO NOT AGREE TO THE TERMS, YOU MUST NOT ACCEPT THESE TERMS AND MAY NOT USE THE SERVICES.

Invoca may amend this Agreement at any time, and such amended Agreement will automatically be effective seven (7) days after we have posted the amended Agreement on our website. Your continued use of the Services will constitute acceptance of the amended Agreement, and no other Agreement version will be effective or enforceable against Invoca.

  1. RIGHTS, RESTRICTIONS AND CUSTOMER OBLIGATIONS.
    1. Right to Access and Use.  Subject to the terms and conditions of this Agreement and the service agreement entered into by and between Invoca and Customer (“Underlying Agreement”), Invoca grants to Customer a limited, nonexclusive, nontransferable license, during the term, to use the Services (as defined below) solely for evaluation purposes only, by and through Customer's employees, contractors, publishers, affiliates, advertisers or other third parties to whom Customer provides access to the Services on its behalf ("Authorized Users"). The “Services” mean Invoca’s AI-powered system for engaging consumers in real-time, two-way interactions across voice, messaging and text channels, including modifications, enhancements, improvements, updates, additions, derivative works, documentation and related material that are provided to Customer through Invoca’s SaaS platform and respective third party platforms as configured (the “Invoca Platform”).
    2. No Improper Use.  Customer will not, and Customer will cause its Authorized Users not to, access and/or engage in any use of the Services: (i) in a manner that abuses, materially disrupts, overburdens or otherwise interferes with the networks and/or security systems of Invoca or Invoca’s provision of the Services; (ii) to communicate any message or material that Invoca deems harassing, threatening, indecent, obscene, slanderous, or otherwise unlawful; (iii) access or use the Services for any fraudulent or illegal purposes, including, but not limited to any violation of the Copyright Act or other applicable laws of the United States or any other jurisdiction; (iv) in a manner that violates privacy laws and regulations; (v) to engage in denial of services attacks or spamming; or (vi) for the purpose of, or which results in the copying, modification, reverse engineering, disassembling, redistribution, alteration, creation of derivative works, assigning the authorization to use the Services, transferring or adapting any of the software, information, source code or HTML code, or other code.
      1. If Customer becomes aware of any actual or threatened activity prohibited by Section 1.2, Customer shall, and shall cause its Authorized Users to, immediately: (a) take all reasonable and lawful measures within their respective control that are necessary to stop the activity or threatened activity and to mitigate its effects (including, where applicable, by discontinuing and preventing any unauthorized access to the Services and permanently erasing from their systems and destroying any data to which any of them have gained unauthorized access); and (b) notify Invoca of any such actual or threatened activity.
    3. TCPA, Outbound Calling, Call Transfers, Call Recording and Texting.  Customer represents and warrants that it shall use the Services only in compliance with applicable laws and regulations, including those related to calling, texting, spamming, privacy, data protection, intellectual property, consumer and child protection, pornography, obscenity or defamation. To the extent applicable law requires the Customer to obtain consent from a third party to record a call with a third party or to place a call or text to any individual, Customer shall be wholly responsible for obtaining such consent, and Invoca is not responsible for any losses caused by or resulting from Customer’s failure to obtain such consent. Without limiting the foregoing, Customer (i) shall at all times comply with the Telephone Consumer Protection Act (47 U.S.C. §227 – restriction on the use of telephone equipment (TCPA)) and any other applicable laws, rules and regulations that govern calling and texting; and (ii) agrees to make outbound calls and texts and/or transfer calls only to legitimate and intended recipients and/or destinations and only to consumers who have provided legally sufficient consent, in accordance with the TCPA and such other applicable laws.
    4. ‍Termination or Suspension for Ongoing Harm.  In addition to and not in lieu of all other rights and remedies, Invoca may, with reasonably contemporaneous telephonic or email notice to Customer,  suspend or restrict access to the Services, or terminate the Services if Invoca reasonably concludes that Customer is not complying with Sections 1.2 or 1.3 and/or Customer’s use of the Service is causing immediate, material and ongoing harm to Invoca or others.  If Invoca suspends access to or terminates the Services as described in this Section 1.4, Invoca shall not be liable to Customer nor to any third party for any suspension or termination of the Services.
  2. TERM; TERMINATION.
    1. Term. Unless otherwise extended by Invoca, the Agreement will begin on the Effective Date and will remain in effect for sixty (60) days (“Evaluation Period”), unless terminated earlier in accordance with the terms of the Agreement. Upon expiration or termination of the Agreement, Customer shall discontinue all use of the Services.
    2. Termination.  Either party may terminate this Agreement at any time, without cause, upon ten (10) days prior written notice.
    3. UNLESS OTHERWISE AGREED BETWEEN THE PARTIES IN WRITING, ANY DATA CUSTOMER ENTERS INTO THE SERVICES, AND ANY CUSTOMIZATIONS MADE TO THE SERVICES BY OR FOR CUSTOMER, DURING THE EVALUATION PERIOD WILL BE PERMANENTLY LOST UNLESS CUSTOMER PURCHASES A SUBSCRIPTION TO THE SAME SERVICES AS THOSE COVERED BY THE TRIAL, PURCHASES APPLICABLE UPGRADED SERVICES, OR EXPORTS SUCH DATA, BEFORE THE END OF THE EVALUATION PERIOD.
  3. WARRANTY DISCLAIMER. INVOCA AND ITS THIRD PARTY SUPPLIERS DO NOT REPRESENT OR WARRANT TO CUSTOMER THAT: (i) CUSTOMER’S USE OF THE SERVICES DURING THE EVALUATION PERIOD WILL MEET CUSTOMER’S REQUIREMENTS, (ii) CUSTOMER’S USE OF THE SERVICES DURING THE EVALUATION PERIOD WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR, AND (ii) USAGE DATA PROVIDED DURING THE EVALUATION PERIOD WILL BE ACCURATE. TO THE EXTENT PERMITTED BY APPLICABLE LAW, INVOCA AND ITS THIRD-PARTY SUPPLIERS HEREBY DISCLAIM ALL EXPRESS, IMPLIED, STATUTORY OR OTHER WARRANTIES WITH REGARD TO THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.  THE SERVICES ARE PROVIDED “AS IS” AND INVOCA WILL HAVE NO INDEMNIFICATION OBLIGATIONS NOR LIABILITY FOR ANY HARM OR DAMAGE ARISING OUT OF OR IN CONNECTION WITH THE SERVICES.
  4. INDEMNIFICATION. Customer shall indemnify, defend and hold Invoca and its Affiliates harmless against any third party claim that arises from a breach of Section 1.2 (No Improper Use) or 1.3 (TCPA, Call Transfers, Call Recording and Texting). Customer shall pay reasonable attorney’s fees, court costs, damages awarded, or reasonable settlement costs with respect to any such claim.
  5. LIMITATION OF LIABILITY. IN NO EVENT WILL INVOCA BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, FOR ANY: (i) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (ii) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (iii) LOSS OF GOODWILL OR REPUTATION; (iv) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (v) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER INVOCA WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL INVOCA’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE EXCEED $1,000.
  6. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the parties relating to this subject matter and supersedes all prior or current oral or written agreements concerning such subject matter, excluding any agreements incorporated herein by reference or attachment.

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Contact Us

If you have any questions about these terms of service, please contact us at: legal@invoca.com, or by mail at: Invoca, Inc., 8605 Santa Monica Blvd #56543, West Hollywood, CA 90069.

LAST UPDATED: 03/2026