# Terms of Service
ClientBuddy
Registered in the Netherlands
KvK (Dutch Chamber of Commerce) Number: 97483672
Business Activity: Ontwikkelen, produceren en uitgeven van software (Software development, production and publishing)
Operating: agents.miami
Effective Date: February 1, 2026
Last Updated: January 21, 2026
## 1. Introduction and Acceptance
Welcome to agents.miami, operated by ClientBuddy ("Company," "we," "us," or "our"), a company registered in the Netherlands. These Terms of Service ("Terms") govern your access to and use of our AI-powered phone reception services for restaurants ("Service").
BY ACCESSING OR USING THE SERVICE, YOU AGREE TO BE BOUND BY THESE TERMS. If you do not agree to all terms and conditions, you may not access or use the Service.
## 2. Service Description
### 2.1 AI-Operated Phone Reception
agents.miami provides automated artificial intelligence ("AI") phone reception services for restaurants. The Service includes:
- Automated call answering using AI voice technology
- Reservation booking and management
- Call transcription and logging
- SMS confirmation messages to callers
- Dashboard access for call history and reservations
### 2.2 AI Disclosure
IMPORTANT: All calls are handled by AI, not human agents. When callers contact your restaurant through our Service:
- They will interact with an AI assistant powered by Retell AI voice technology (using ElevenLabs or Cartesia voices)
- All calls are recorded and transcribed
- The AI processes natural language to extract reservation details
- No human employees answer calls on your behalf
### 2.3 Technology Provider Role
agents.miami provides a software-based technology platform that enables automated call handling and messaging. agents.miami is not a telecommunications carrier, call center, or human-operated answering service. The Client controls how the Service is configured and used.
### 2.4 Service Limitations
The Service is provided "as is" and we make no guarantees regarding:
- 100% accuracy of reservation details extracted from calls
- Availability of requested reservation times (we do not control your restaurant's actual seating)
- Natural language comprehension in all accents or languages
- Continuous availability (planned maintenance may occur)
## 3. Eligibility and Registration
### 3.1 Business Accounts
The Service is currently available only to business entities operating restaurants within the Miami, Florida metropolitan area (Miami-Dade County). By registering, you represent and warrant that:
- You are authorized to bind the business to these Terms
- You are the lawful owner or authorized representative of the restaurant
- You own or have rights to the phone number connected to the Service
- Your restaurant operates in compliance with all applicable laws
### 3.2 Account Security
You are responsible for:
- Maintaining the confidentiality of your account credentials
- All activities that occur under your account
- Promptly notifying us of any unauthorized access
## 4. Pricing and Payment
### 4.1 Subscription Fees
The Service is billed according to the following tiers:
| Tier | Monthly Fee | Included Minutes | Overage Rate |
|------|-------------|------------------|--------------|
| Starter | $199 | 500 minutes | $0.15 per minute |
| Growth (Recommended) | $399 | 2,000 minutes | $0.15 per minute |
| Enterprise | $699 | 5,000 minutes | $0.15 per minute |
Grandfathering: Early sign-ups (first 50 clients) may be eligible for promotional rates.
Test Mode: New accounts start in Test Mode where calls are not billed. Billing begins when the Client enables live operations.
### 4.2 Billing Cycle
- Subscriptions are billed monthly in advance
- Overage charges are billed at the end of each billing cycle
- All fees are non-refundable except as expressly stated in Section 4.3
### 4.3 Refund Policy
- Pro-rated refunds are available if you cancel mid-billing cycle
- Service credits are issued for documented downtime exceeding our SLA (see Section 6)
- Dispute any charges within ten (10) days of the billing date
### 4.4 Payment Processing
Payments are processed through Stripe. By providing payment information, you authorize us to charge your payment method for all fees incurred.
## 5. Client Responsibilities
### 5.1 Accurate Information
You agree to provide and maintain accurate, current information including:
- Restaurant name, address, and phone number
- Operating hours
- Menu information (if applicable)
- Reservation policies (party size limits, cancellation windows)
### 5.2 Phone Line Ownership
You represent that you own or have lawful rights to the phone number connected to the Service. You are solely responsible for any disputes with phone carriers.
### 5.3 Caller Communications
You acknowledge that:
- We will communicate with your callers via AI voice and SMS
- SMS confirmations are sent using agents.miami's phone infrastructure
- Callers may opt out of SMS communications
## 6. Service Level Agreement (SLA)
### 6.1 Uptime Target
We target 99.9% monthly uptime for the Service ("Uptime Target").
### 6.2 Service Credits
If uptime falls below the Uptime Target in any calendar month:
| Monthly Uptime | Service Credit |
|----------------|----------------|
| 99.9% - 100% | None |
| 99.0% - 99.9% | 10% of monthly fee |
| 95.0% - 99.0% | 25% of monthly fee |
| Below 95.0% | 50% of monthly fee |
### 6.3 Credit Request
To receive a service credit, you must submit a request within thirty (30) days of the affected month. Credits are applied to future invoices and have no cash value.
## 7. Limitation of Liability
### 7.1 Maximum Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATED TO THE SERVICE SHALL NOT EXCEED THE GREATER OF:
- The amount you paid to us in the twelve (12) months preceding the claim, OR
- One hundred dollars ($100)
### 7.2 Exclusion of Damages
WE SHALL NOT BE LIABLE FOR ANY:
- Indirect, incidental, special, consequential, or punitive damages
- Loss of profits, revenue, data, or business opportunities
- Reservation errors, missed bookings, or overbooking
- Damages arising from third-party actions (callers, carriers, service providers)
- Damages exceeding the monthly subscription fee for your tier ($199-$699)
### 7.3 Reservation Accuracy Disclaimer
WE DO NOT GUARANTEE THE ACCURACY OF RESERVATIONS. The AI extracts information from natural conversation, which may include errors in:
- Date or time
- Party size
- Guest name or contact information
- Special requests
You are solely responsible for verifying reservations against your actual availability.
## 8. Indemnification
### 8.1 Client Indemnification
You agree to defend, indemnify, and hold harmless agents.miami, its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:
1. Your use of the Service in violation of these Terms or applicable law
2. Your failure to verify AI-extracted reservation details before acting upon them
3. Your instructions or configurations that cause the AI to behave in a non-compliant manner
4. Your restaurant operations, including disputes over reservation accuracy, no-shows, or customer complaints
5. Claims by third parties alleging deception, privacy violations, or misrepresentation related to your use of the Service
6. Your failure to display required notices or obtain necessary consents from your customers
7. Any content or information you provide that is incorporated into the AI's responses
### 8.2 Indemnification Procedure
We will promptly notify you of any claim and cooperate in your defense. You may not settle any claim without our prior written consent.
### 8.3 AI Limitations Disclaimer
WE MAKE NO WARRANTY REGARDING AI COMPREHENSION OF:
- Regional accents, dialects, or non-standard speech patterns
- Background noise, poor audio quality, or simultaneous speakers
- Nuanced, ambiguous, or context-dependent requests
- Slang, idioms, or industry-specific terminology not included in configuration
- Requests in languages other than configured languages
You acknowledge that AI technology has inherent limitations and agree to implement reasonable verification procedures for critical information such as reservation details.
## 9. Acceptable Use
### 9.1 Prohibited Uses
You may not use the Service to:
- Violate any law, regulation, or third-party rights
- Engage in fraudulent, deceptive, or misleading practices
- Transmit harmful, threatening, or harassing content
- Interfere with the Service or its infrastructure
- Reverse engineer or attempt to access our systems
- Resell or redistribute the Service without authorization
### 9.2 Content Restrictions
You may not provide scripts, prompts, or instructions that:
- Contain false or misleading statements
- Impersonate humans or misrepresent the AI nature of calls
- Violate caller privacy or consent requirements
- Promote illegal activities
## 10. Termination
### 10.1 Termination by Client
You may terminate your subscription at any time through your dashboard or by contacting support. Termination takes effect at the end of the current billing cycle.
### 10.2 Termination by Company
We may suspend or terminate your access immediately if:
- You violate these Terms
- You fail to pay fees when due
- We are required to do so by law
- We discontinue the Service (with 30 days notice)
### 10.3 Effect of Termination
Upon termination:
- Your access to the Service will cease
- We will retain your data for ninety (90) days for export
- Outstanding fees remain due and payable
- Sections 7, 8, 11, 12, and 13 survive termination
## 11. Dispute Resolution and Arbitration
Any dispute arising under or related to these Terms shall first be submitted to binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration shall take place in Miami, Florida, unless the parties agree otherwise.
Notwithstanding the foregoing:
- Nothing in this section prevents either party from seeking injunctive relief in any court of competent jurisdiction
- Mandatory US federal or state telecommunications, consumer protection, or data privacy laws shall apply regardless of the chosen law or forum
- For purely contractual matters not subject to US mandatory law (such as pricing disputes, payment terms, or intellectual property), the laws of the Netherlands and the courts of Amsterdam shall serve as the fallback forum
The arbitration shall be conducted in English. The arbitrator's decision shall be final and binding, and judgment on the award may be entered in any court having jurisdiction.
### 11.1 Class Action Waiver
YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, OR REPRESENTATIVE PROCEEDING. All claims must be brought individually.
### 11.2 Opt-Out
You may opt out of arbitration by sending written notice to hi@agents.miami within thirty (30) days of accepting these Terms. The notice must include your name, account details, and a clear statement of intent to opt out.
## 12. Governing Law and Jurisdiction
### 12.1 Governing Law Hierarchy
These Terms of Service shall be governed as follows:
1. Mandatory US Law: United States federal and state laws governing telecommunications, call recording, messaging, consumer protection, and data privacy (including but not limited to the Telephone Consumer Protection Act (47 U.S.C. § 227), FCC regulations (47 C.F.R. § 64.1200 et seq.), Florida call recording law (Fla. Stat. § 934.03), applicable CTIA and carrier messaging rules, and the CAN-SPAM Act (15 U.S.C. § 7701 et seq.)) shall apply where mandatorily applicable, regardless of any choice of law provision.
2. Dutch Law for Contractual Matters: For all other matters, including purely contractual disputes (such as pricing, payment terms, service credits, or intellectual property), these Terms shall be governed by and construed in accordance with the laws of the Netherlands, without regard to its conflict of law provisions.
### 12.2 Jurisdiction
Subject to the arbitration provisions in Section 11:
- Disputes involving mandatory US telecommunications, consumer protection, or data privacy laws may be brought in courts of competent jurisdiction in Florida or as required by applicable law.
- For purely contractual matters not subject to US mandatory law, the competent courts of Amsterdam, the Netherlands shall have exclusive jurisdiction.
## 14. General Provisions
### 14.1 Entire Agreement
These Terms constitute the entire agreement between you and agents.miami regarding the Service and supersede all prior agreements.
### 14.2 Modifications
We may modify these Terms at any time by posting updated Terms on our website. Continued use of the Service after modifications constitutes acceptance. Material changes will be communicated via email at least thirty (30) days in advance.
### 14.3 Severability
If any provision of these Terms is found unenforceable, the remaining provisions shall continue in effect.
### 14.4 No Waiver
Our failure to enforce any right or provision shall not constitute a waiver of that right or provision.
### 14.5 Assignment
You may not assign these Terms without our written consent. We may assign our rights and obligations freely.
### 14.6 Force Majeure
We shall not be liable for delays or failures in performance resulting from circumstances beyond our reasonable control, including natural disasters, acts of government, network failures, or third-party service outages.
## 15. Contact Information
For questions about these Terms:
ClientBuddy
Registered in the Netherlands
KvK Number: 97483672
- Email: hi@agents.miami
- Website: https://agents.miami
BY USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE.