GENERAL TERMS & SERVICE SPECIFICATION — AND DATA PROCESSING AGREEMENT (DPA)

The Supplier builds, configures and operates an AI-based voice solution for inbound calls, bookings and lead management for the Client.

The system is designed to help the Client automate parts of its customer communication, capture inbound demand around the clock and transfer relevant customer and lead information to the Client’s chosen systems.

Standard functions of the AI agent

The AI agent may, among other things:

• Answer inbound telephone calls using natural speech.
• Conduct structured conversations with callers.
• Answer common questions based on information and the knowledge base provided by the Client.
• Qualify inbound leads and enquiries.
• Book qualified customers directly in the Client’s chosen booking platform.
• Follow the Client’s configured booking rules and availability.
• Transfer urgent or complex calls according to agreed rules.
• Transfer relevant lead and customer data to the Client’s HubSpot CRM.

The service package includes

• 1 business-customised AI voice agent.
• Configuration and operation of the agent in Wizarby’s Retell infrastructure.
• A dedicated telephone number for the voice agent.
• 24/7 availability.
• Capacity for up to 20 simultaneous calls.
• Up to 60 minutes per individual call.
• A private Slack channel between the Client and Wizarby for communication, onboarding and technical information.
• Up to 4,000 voice minutes per month.
• Customised call structure, prompting and tone of voice.
• Integration of the Client’s information and services into the agent’s knowledge base.
• Configuration of a booking platform through Calendly or Cal.com.
• Integration with the Client’s HubSpot CRM.
• Configuration of relevant API connections and technical integrations.
• Testing and deployment.
• Ongoing maintenance, monitoring and troubleshooting.
• Monthly performance report.

The Supplier’s goal is to help the Client increase bookings and sales from demand already entering the business.

The Supplier is responsible for the technical configuration and operation of the delivered AI solution within the scope of the service.

This includes, among other things:

• Creating and configuring the workspace required for the service.
• Configuring the AI agent and its instructions.
• Configuring the agent’s technical functions and integration flows.
• Configuring and installing the agent’s telephone number.
• Provisioning the voice minutes or credits included in the Client’s service package.
• Configuring the Client’s chosen booking platform, Calendly or Cal.com.
• Configuring the integration between the booking platform and the AI agent.
• Configuring the integration between HubSpot and the AI agent.
• Creating or configuring the API connections required for the service to function.
• Conducting testing before deployment.
• Continuously monitoring and maintaining the delivered solution.
• Optimising the AI agent within the scope of the service.
• Correcting technical faults within the Supplier’s control.
• Handling technical integration problems within the Supplier’s control.
• Providing ongoing technical support within the scope of the service.

The Client does not need to perform the technical configuration of the agent system, booking platform, HubSpot or the AI agent’s integrations.

Delivery begins after the Client has paid the onboarding fee and the first monthly fee and submitted the required information through Wizarby’s agent configuration form.

4.1 Agent configuration

The Client shall complete and submit Wizarby’s agent configuration form with correct and complete information about the business, services, booking flow, CRM configuration and other requested information.

Wizarby then reviews the submitted agent configuration form.

4.2 System access

After the review, Wizarby contacts the Client through the private Slack channel with instructions regarding the administrator permission or other access required for the systems selected by the Client.

The Client shall then invite or otherwise grant Wizarby the required administrator permission to:

• The Client’s chosen booking platform, Calendly or Cal.com.
• The Client’s HubSpot CRM.

Wizarby uses the access only to the extent required to configure, integrate, test and maintain the agreed service.

If Wizarby needs additional technical access, such as API access or equivalent permission, Wizarby shall notify the Client.

Delivery may be delayed if the Client does not provide the access required for configuration.

4.3 Technical configuration

Once the necessary access has been obtained, Wizarby performs the technical configuration of:

• The AI agent.
• System prompt.
• Knowledge base.
• Telephony infrastructure.
• Telephone number.
• Included voice minutes or credits.
• Chosen booking platform.
• HubSpot integration.
• Relevant API connections and integration flows.

The system is normally fully built and ready for testing within 4–8 business days after the required payment, information and system access have been received.

4.4 Booking platform

Wizarby may create or configure the Client’s Calendly or Cal.com workspace and the booking events required for the AI agent’s booking flow.

The Client is responsible for checking that the created booking events have correct times, availability and other business-related settings.

The Client may change text, descriptions or other information in the booking events if desired.

If the Client changes critical settings, adds or deletes events, booking rules, event structure or other configuration affecting the AI agent’s booking logic, the Client shall inform Wizarby.

If the Client makes such changes without informing Wizarby, Wizarby is not responsible for incorrect bookings, incorrect availability, incorrect data transfers or other errors arising directly from the change.

4.5 CRM configuration

Wizarby integrates the AI agent with the Client’s HubSpot CRM.

Wizarby configures the integration based on the instructions and CRM attributes specified by the Client in the form.

This may include:

• Creating contacts.
• Updating contacts.
• Transferring other information that the Client has specified should be sent to the CRM system.

4.6 Test and demo period

Before the AI agent is published, Wizarby provides a test period.

The Client has a 24-hour period from delivery of the agent’s telephone number and the message in the private Slack channel to:

• Call and test the agent.
• Evaluate tone and function.
• Test the booking flow.
• Test CRM functions and data transfers.
• Identify any necessary adjustments.

After the 24-hour period has expired, Wizarby contacts the Client and asks the Client to report the results of the testing.

If the Client has not started testing or does not respond, Wizarby pauses the process and informs the Client that the test period is 24 hours and that the Client must respond and begin the test period for the process to continue.

If adjustments are required, the Client shall notify Wizarby.

Wizarby makes reasonable adjustments covered by the agreed service before publication.

5.1 Calendly

Wizarby may configure the Client’s Calendly workspace and connect the booking flow to the AI agent.

Wizarby configures the technical integrations and API connections required for the service to function.

The Client shall grant Wizarby the administrator permission required to perform the configuration.

5.2 Cal.com

Wizarby may configure the Client’s Cal.com workspace and connect the booking flow to the AI agent.

Wizarby configures the technical integrations and API connections required for the service to function.

The Client shall grant Wizarby the administrator permission required to perform the configuration.

5.3 HubSpot

Wizarby integrates the AI agent with the Client’s HubSpot CRM.

Wizarby configures the technical integrations and API connections required for the agent to create, update and transfer relevant customer and lead information according to the Client’s instructions.

The Client shall grant Wizarby the administrator permission required to perform the configuration.

5.4 Technical responsibility

Wizarby is responsible for the technical connection between the AI agent and the Client’s chosen booking platform and HubSpot CRM, within what each platform technically supports.

The Client is not responsible for the technical integration or creation of API connections.

The Client is responsible for:

1. 1.Fully and correctly completing Wizarby’s agent configuration form.
2. 2.Providing correct and up-to-date information about the business, services and other information required for configuration.
3. 3.Selecting a booking platform, Calendly or Cal.com, in the configuration form.
4. 4.Selecting whether or not to use HubSpot as CRM in the configuration form.
5. 5.Specifying the CRM attributes in the configuration form if HubSpot was selected.
6. 6.Accepting that Wizarby requests administrator permission to the selected platforms when such access is required.
7. 7.Inviting Wizarby as an administrator to the relevant workspace or otherwise providing the access required for configuration.
8. 8.Testing the AI agent’s functions during the test period and notifying Wizarby of any errors or necessary adjustments.
9. 9.Checking that booking events created by Wizarby have correct times and availability.
10. 10.Informing Wizarby if the Client changes critical settings, booking rules, event structure, CRM configuration or other information that may affect the AI agent’s function or integrations.

The Client is not responsible for the technical configuration of API connections, the AI agent, the booking platform or the HubSpot integration. Wizarby handles this within the scope of the service.

If the Client changes connected systems without informing Wizarby and the change causes incorrect bookings, incorrect data transfers or other technical errors, Wizarby is not responsible for those errors to the extent they directly result from the Client’s change.

7.1 Onboarding fee

USD 1,200

A non-refundable one-time fee.

The fee covers, among other things:

• Purchase and configuration of a dedicated telephone number,
• licence structure,
• setup and configuration of the chosen booking platform,
• prompt development,
• CRM and integration work,
• initial configuration, and
• testing and deployment.

7.2 Monthly fee

USD 3,000 per month.

The monthly fee is paid in advance by automatic card charge or bank transfer through Stripe.

The subscription runs on a rolling 30-day basis until terminated under section 9.

7.3 Taxes and VAT

The stated prices include applicable value-added tax (VAT).

Any other statutory taxes or fees are added when required under applicable rules.

7.4 Overage fees

The service includes the volume limits stated in section 2.

If the Client exceeds these limits during a billing period, variable overage fees may be charged in arrears through Stripe.

Minute overage

For each voice minute exceeding 4,000 minutes per month, the following is charged:

USD 0.10 per commenced additional minute.

Capacity overage

The system is configured for a maximum of 20 simultaneous calls.

If the Client needs this capacity increased, it must be agreed in writing between the Parties and may incur a separate capacity fee.

If the system rejects inbound calls because the Client has reached the agreed maximum capacity of 20 simultaneous calls, the Supplier is not responsible for missed calls or resulting loss of revenue.

The Supplier offers a conditional 30-day performance guarantee under the following terms.

8.1 Terms

If, during the first 30 days of live operation, the AI system does not generate more actual bookings/sales in the Client’s booking system than the historical level stated by the Client in writing in its application, the Supplier refunds the first monthly fee of USD 3,000.

8.2 Conditions and exclusions

The guarantee applies only if:

• The Client has correctly completed the onboarding process.
• The Client has provided correct and necessary information.
• The Client’s selected booking system and calendar are active and functioning.
• Necessary CRM and booking integrations could be configured.
• The Client has provided necessary system access where required.
• The Client has real and verifiable inbound call traffic from its own marketing channels, Google profile or equivalent sources.

The guarantee does not apply to absent results primarily caused by, for example:

• the Client having stopped or substantially reduced its advertising,
• drastic price changes,
• changes in the business,
• an unavailable booking system or calendar,
• missing or revoked API access,
• incorrect information from the Client,
• external technical disruptions,
• or other circumstances outside the Supplier’s reasonable control.

8.3 Onboarding fee

The onboarding fee of USD 1,200 is not covered by the performance guarantee and is non-refundable.

9.1 Termination

The Client may terminate the service at any time by email to the Supplier or through the customer portal.

Termination stops the next automatic payment.

9.2 Access after termination

The Client retains access to the AI agent during the period already paid for.

No refund is made for a commenced payment period, except for a refund under the performance guarantee in section 8.

9.3 Wind-down

When the paid subscription period expires, the Supplier has the right to:

• deactivate the AI agent,
• disconnect the telephone number,
• disconnect booking and CRM integrations,
• and delete or disconnect the Supplier’s configuration from the Client’s connected systems.

Depending on the Client’s selected configuration, this may include:

• the Cal.com workspace and associated configuration,
• the Calendly integration, and
• the CRM integration.

The Supplier is not required to maintain the technical infrastructure after the subscription has ended.

10.1 Roles

The Client is the data controller for customer data processed within the service because the Client determines the purposes of processing and is responsible for the customer relationship.

Sudeis Yesuf Hussein Nuru, trading under the business name Wizarby, is the data processor and processes personal data on the Client’s behalf and according to the Client’s documented instructions.

10.2 Categories of personal data

The service may process, among other things:

• name,
• telephone number,
• email address,
• physical address,
• information about the requested service,
• descriptions of the customer’s matter or problem,
• booking information,
• CRM-related customer and lead data, and
• call-related information transferred to the Client’s connected systems.

10.3 Sensitive personal data

The service is not intended to process sensitive personal data or other particularly protected information not required for the service to function.

This includes, for example, information about:

• trade union membership,
• health,
• biometric data,
• and full credit card or payment details.

The Client is responsible for instructing its customers not to provide full payment details during the voice call.

Payments shall be handled through separate secure payment solutions.

10.4 GEOGRAPHIC DATA PROCESSING AND INTERNATIONAL DATA TRANSFERS

The Supplier may use global cloud and AI infrastructures to deliver the service.

Server location

The Client understands and accepts that some voice processing, speech-to-text conversion (STT), call logging and processing of integration data may occur on servers outside the EU/EEA through the Supplier’s subprocessors.

Under the current configuration, such processing may take place in the United States through, for example, Retell AI, Inc. and its underlying cloud infrastructure.

Lawful transfer mechanism

Any transfer of personal data to a third country shall be based on valid European Commission Standard Contractual Clauses (SCCs) under Chapter V of the GDPR.

Data minimisation

Where technically possible, the Supplier shall configure the service according to the principle of data minimisation.

Personal data collected during the call may be transferred through encrypted APIs or webhooks to the Client’s selected booking platform and CRM system.

Raw audio files and textual conversation logs shall, under the current configuration, be automatically deleted within 24 hours after the call has ended where the technical functions and contractual terms of the relevant subcontractor permit this.

The Supplier shall not use the Client’s or its end customers’ personal data, call recordings or transcripts to train, fine-tune or develop public AI models or the AI agent unless this has been expressly agreed with the Client and is permitted.

The Client gives the Supplier general prior authorisation to engage subprocessors required to deliver the service.

The Supplier is responsible for ensuring that relevant subprocessors are subject to appropriate data protection commitments.

Current subprocessors

• Retell AI, Inc. (USA) — voice infrastructure, call streaming and call processing.
• OpenAI, L.L.C. (USA) — AI and language model services.
• Anthropic, PBC (USA) — AI and language model services, where used.
• Twilio Ireland Limited (EU) — telephony and telephone numbers.
• Cal.com, Inc. (EU) — calendar and booking platform.
• Slack Technologies, LLC (EU) — communication and private messaging channels.
• Calendly, LLC — calendar and booking platform.
• HubSpot, Inc. — CRM and customer and lead management.
• Stripe, Inc. (EU) — payment and subscription management.

The Supplier shall inform the Client of planned material changes to subprocessors, such as adding or replacing subprocessors, to the extent required under applicable data protection law.

The service depends on external technical suppliers, including but not limited to AI, telephony, calendar, CRM and cloud services.

The Supplier is responsible for building and maintaining the part of the system within the Supplier’s control and for promptly attempting to correct faults within that control.

However, the Supplier is not responsible for loss of revenue, missed bookings, incorrect data transfers or operational interruptions directly caused by:

• global or regional server outages,
• API errors,
• API changes,
• service disruptions,
• technical failures,
• security incidents,
• or other errors at external suppliers.

In such incidents, the Supplier shall inform the Client, contact the external supplier about the incident and work to correct it.

By making payment and actively accepting the terms through the applicable checkbox in Stripe Checkout, the Client confirms that it has read, understood and accepted all terms in this document.

Acceptance includes:

Part 1 — General Terms and Service Specification, including the onboarding fee, monthly fee, test period, overage rules, choice of booking platform, CRM integration and performance guarantee.

Part 2 — Data Processing Agreement (DPA), including the rules applying to processing and any transfer of personal data to a third country.

These terms form part of the agreement between Wizarby and the Client and apply together with the separate service/sales confirmation accepted by the Client in connection with the purchase.