Terms of Service

RealDialer Terms of Service

Effective date: August 27, 2026
Last updated: October 12, 2026

PLEASE READ THIS AGREEMENT CAREFULLY. IT CONTAINS IMPORTANT TERMS REGARDING RECURRING SUBSCRIPTION FEES, AUTOMATIC RENEWAL, AND THE FACT THAT ALL FEES ARE PAID IN ADVANCE AND ARE NON REFUNDABLE, YOUR SOLE RESPONSIBILITY FOR COMPLIANCE WITH TELEMARKETING, DO NOT CALL, CALL RECORDING, AND CONSENT LAWS, LIMITATIONS ON OUR LIABILITY, YOUR OBLIGATION TO INDEMNIFY US, AND THE RESOLUTION OF DISPUTES BY BINDING INDIVIDUAL ARBITRATION WITH A WAIVER OF CLASS ACTIONS AND JURY TRIALS.

1. Agreement and acceptance

1.1 This Terms of Service agreement (this "Agreement") is entered into between CloseDaily LLC, doing business as RealDialer ("RealDialer," "Provider," "we," "us," or "our"), and the individual or entity that creates an account, orders a subscription, or uses the Services ("Customer," "Subscriber," "you," or "your").

1.2 You accept this Agreement when you do any of the following: click to accept it, sign an order or service contract that references it, create an account, or access or use the Services. If you accept on behalf of a company, brokerage, team, or other entity, you represent that you have authority to bind that entity, and "you" means that entity.

1.3 In addition to this Agreement, you must accept the in product Calling Terms before each dialing session and before any increase in concurrent line count. Those acceptances are recorded and retained. The Calling Terms supplement this Agreement and do not replace it. If the two conflict, the stricter obligation applies to you.

1.4 The Services are offered only to businesses and licensed professionals for business purposes. The Services are not intended for consumer, personal, family, or household use.

2. Definitions

"Services" means the RealDialer hosted dialing platform, including the web application at app.realdialer.com, the administrative console, any RealDialer mobile application, the outbound and inbound voice functionality, call recording and transcription, list and contact management, reporting, integrations, data products described in Section 8, and any related support.

"Customer Data" means all data, records, contacts, phone numbers, addresses, names, notes, scripts, dispositions, recordings, transcripts, and other content that you or your Users upload to, generate in, or transmit through the Services.

"User" means an individual authorized by you to access the Services under your account, including your employees, team members, assistants, and independent contractors.

"Calling List" means any set of telephone numbers you load into, build in, or dial through the Services.

"Suppression List" means the internal do not call list maintained inside your RealDialer account.

"Numbers" means telephone numbers, including caller identification numbers and direct inward dial numbers, assigned to your account through the Services.

"Data Products" means optional property, parcel, ownership, contact enrichment, and skip trace information made available through the Services, including Neighborhood Search results and enrichment output.

"Credits" means the prepaid units used to obtain Data Products.

"Laws" means all applicable federal, state, local, and international statutes, rules, regulations, orders, and industry requirements, including those listed in Section 10.

3. The Services, and what they are not

3.1 What we provide. We provide software that places, receives, records, transcribes, paces, and reports on telephone calls that you direct, along with tools to organize the people you call. Feature availability depends on your plan, your account configuration, your market, your carrier, and your jurisdiction.

3.2 You direct the calling. We do not select who you call, when you call, what you say, or whether you have a lawful basis to call. You choose the Calling Lists, the scripts, the caller identification, the hours, the pacing, and the dispositions. You are the caller and the initiator of every communication placed through your account.

3.3 Not a regulated telecommunications carrier of record to you. The Services are software delivered over the internet using underlying carriers. We do not sell you traditional telephone service.

3.4 NO EMERGENCY SERVICES. THE SERVICES DO NOT SUPPORT 911, E911, OR ANY OTHER EMERGENCY CALLING. DO NOT ATTEMPT TO USE THE SERVICES TO CONTACT EMERGENCY RESPONDERS. YOU MUST MAINTAIN A SEPARATE MEANS OF PLACING EMERGENCY CALLS AND MUST INFORM ALL USERS OF THIS LIMITATION.

3.5 Not legal advice. Compliance features, warnings, guides, blog posts, in product prompts, calling hour guards, suppression tooling, and support communications are general product information. They are not legal advice, they are not a legal opinion, and they do not create an attorney client relationship. We do not guarantee that any configuration of the Services produces a lawful call. You must obtain your own counsel.

3.6 Not a compliance service. We are not a do not call scrubbing bureau, a consent management service of record, a litigation defense service, or a substitute for your own compliance program. See Section 9.

3.7 Internet dependent. The Services require a stable high speed connection, a supported browser, and adequate hardware, all of which you supply at your cost. Call quality depends on your network, your device, your headset, and third party carriers.

4. Accounts, Users, and security

4.1 You must provide accurate, current, and complete registration information, including a valid business name, business address, contact telephone number, and email address, and you must keep that information current.

4.2 Accounts and seats are personal to the User to whom they are assigned. Credentials, including passwords and passkeys, may not be shared, sold, loaned, or used concurrently by more than one person. Each individual who dials through your account must have their own seat.

4.3 You are responsible for all activity under your account, whether or not authorized by you, and for every act and omission of your Users as if they were your own. You must notify us immediately at the address in Section 28 of any suspected unauthorized access.

4.4 We may require identity verification, business verification, proof of licensure, or documentation of your calling practices at onboarding and at any time afterward. We may withhold, limit, or suspend the Services until verification is complete.

4.5 We may set and adjust technical limits, including the number of concurrent lines, dialing volume, import volume, and API request rates.

5. Provisioning gates and controlled features

5.1 Certain capabilities are gated and are not enabled by default. We may condition their release on verification, on your acceptance of additional terms, on your provisioning of required recordings or messages, or on our assessment of your compliance posture.

5.2 Multi line and predictive dialing. Dialing more than one line at a time requires that you first provision a compliant abandoned call message for your account as described in Section 11. We may refuse, delay, or revoke multi line access at our discretion.

5.3 Rapid fire pacing. Where offered, look ahead pacing is disabled by default, requires predictive dialing and a provisioned abandonment message, and disables itself for the remainder of a session upon an abandoned answer.

5.4 Production dialing gate. We may keep production dialing disabled on an account until we are satisfied that your screening practices, your Suppression List, and your provisioned messages are in place.

5.5 The presence or absence of a gate is a business decision by us. Enabling a feature is not a representation that your use of it is lawful.

6. Subscriptions, fees, billing, and renewal

6.1 Plans and fees. Fees, included lines, included minutes, seat counts, Number allotments, Credit allotments, and overage rates are those quoted to you at the time of order or presented in the Services. Unless stated otherwise, all fees are in United States dollars.

6.2 Automatic renewal. Subscriptions are prepaid and renew automatically for successive periods of the same length on the renewal date, at the then current rate, until cancelled in accordance with Section 7. Where you have placed a payment method on file, renewal is charged to that payment method without further notice or authorization, and YOU AUTHORIZE US AND OUR PAYMENT PROCESSOR TO CHARGE THAT PAYMENT METHOD ON EACH RENEWAL DATE. Where your account is settled manually or by invoice, the renewal charge accrues on the renewal date and is due on presentation.

6.3 Payment method. If your account uses a stored payment method, you must keep it valid and current, and you authorize authorization holds, verification charges, and recurring charges against it. If your account is settled manually, by invoice, or by a payment arrangement made with us directly, amounts are due on receipt unless your order states otherwise, and we may require you to place a payment method on file as a condition of continued service or of any increase in plan, seats, or lines.

6.4 Non payment. If a charge is declined, we may retry it, suspend the Services, restrict dialing, and after continued non payment terminate the account and delete Customer Data. You remain liable for amounts accrued before suspension or termination, plus reasonable collection costs and interest at the lesser of 1.5 percent per month or the maximum lawful rate.

6.5 Taxes. Fees are exclusive of taxes, surcharges, regulatory fees, and telecommunications assessments, all of which are your responsibility other than taxes on our net income.

6.6 No refunds. ALL FEES ARE PAID IN ADVANCE AND ARE NON REFUNDABLE. Except where a refund is required by applicable law, except where we terminate for convenience under Section 7.4 or discontinue a material paid feature under Section 23.1, and except as we decide under Section 23.2(c), we do not issue refunds, credits, or prorated adjustments of any kind, including for:

a) unused or unassigned seats, lines, minutes, or Credits; b) Numbers purchased, reserved, or released; c) Data Products already delivered, and Credits already consumed; d) a downgrade, seat reduction, line reduction, or removal of an add on taken during a paid period, each of which takes effect at the next renewal date; e) cancellation before the end of a paid period; f) suspension or termination of your account for breach of this Agreement; g) service interruption, outage, degraded call quality, call blocking or labeling, or carrier failure; or h) your non use of the Services during a paid period, for any reason.

You acknowledge that this no refund policy is a material part of the pricing you were quoted.

6.7 Price changes. We may change fees. Changes take effect on your next renewal date. Continued use after that date is acceptance of the new fees.

6.8 Billing disputes and chargebacks. You must dispute any charge in writing within fourteen days of the statement on which it appears or you waive the dispute. Initiating a chargeback or payment reversal instead of contacting us is a material breach and permits immediate suspension or termination without refund, and you remain liable for the disputed amount and any fees we incur.

6.9 Usage based charges. Per minute, per message, per Number, per Credit, and overage charges are measured by our systems, and our records govern absent manifest error. Where a plan is described as unlimited, that means ordinary business use as we determine it, and we may cap, throttle, or terminate use that is materially out of line with ordinary use, that is automated abuse, or that we believe is generating traffic pumping, robocalling, or carrier complaints.

7. Term, cancellation, suspension, and termination

7.1 Term. This Agreement begins on your first acceptance and continues until all subscriptions have expired or been terminated.

7.2 Your cancellation. You may cancel from the account area of the Services, or by written notice to the address in Section 28 if self service cancellation is unavailable. Cancellation takes effect at the end of the then current paid period. Cancellation is not retroactive and does not generate a refund, except as we decide under Section 23.2(c).

7.3 Our suspension rights. We may suspend the Services, any Number, any feature, or any campaign immediately and without notice if we reasonably believe that: you have breached this Agreement; your traffic violates or is likely to violate Laws; your traffic is generating complaints, carrier blocking, traceback requests, or reputation damage; your account is compromised; your payment has failed; or continued service exposes us, our carriers, or the public to legal or operational risk.

7.4 Our termination rights. We may terminate this Agreement or any subscription for material breach that is not cured within three days of notice, immediately for a breach of Sections 9, 10, 11, or 12, immediately after a second suspension, and for convenience on thirty days notice with a prorated refund of prepaid unused subscription fees.

7.5 Effect of termination. All rights to use the Services end immediately. Numbers are released and are not recoverable. We will make Customer Data available for export for thirty days after termination if the account is in good standing, after which we may delete it. Recordings remain subject to the retention period in Section 15.4. Unused Credits are forfeited. Sections that by their nature should survive will survive, including Sections 2, 8, 9, 10, 11, 12, 13, 14, 16, 17, 18, 19, 20, 21, 22, 23, 24, 25, 26, 27, and 28.

7.6 No archiving service. We do not provide backup, archiving, or records retention as a service. You are responsible for exporting and retaining any records you need, including records that Laws require you to keep.

8. Data Products, Credits, and permitted purpose

8.1 Limited license. Subject to this Agreement and to payment, we grant you a limited, non exclusive, non transferable, non sublicensable, revocable license to use Data Products solely for your own internal real estate or business prospecting, and only for the lawful purposes permitted here.

8.2 Restrictions. You may not resell, republish, redistribute, license, lease, share, syndicate, or make Data Products available to any third party. You may not use Data Products to build, train, populate, or enrich any product, database, model, or list that is offered to third parties. You may not scrape, bulk export, or systematically extract Data Products except through features we provide for your own use. You may not remove or obscure proprietary notices.

8.3 NOT A CONSUMER REPORT. DATA PRODUCTS ARE NOT CONSUMER REPORTS AS DEFINED BY THE FAIR CREDIT REPORTING ACT, 15 U.S.C. 1681 ET SEQ., AND WE ARE NOT A CONSUMER REPORTING AGENCY. YOU MAY NOT USE DATA PRODUCTS, IN WHOLE OR IN PART, AS A FACTOR IN ESTABLISHING ELIGIBILITY FOR CREDIT, INSURANCE, EMPLOYMENT, HOUSING, TENANCY, GOVERNMENT BENEFITS, OR FOR ANY OTHER PURPOSE REGULATED BY THE FAIR CREDIT REPORTING ACT. YOU MAY NOT USE DATA PRODUCTS TO MAKE ANY DECISION ABOUT WHETHER TO RENT OR SELL HOUSING TO A PERSON, OR ON TERMS THAT WOULD IMPLICATE THE FAIR HOUSING ACT.

8.4 Accuracy. DATA PRODUCTS ARE COMPILED FROM PUBLIC RECORDS AND THIRD PARTY SOURCES AND ARE PROVIDED AS IS. WE MAKE NO REPRESENTATION THAT ANY NAME, TELEPHONE NUMBER, ADDRESS, OWNERSHIP RECORD, PARCEL BOUNDARY, VALUATION, LINE TYPE, CARRIER, OR STATUS FLAG IS ACCURATE, CURRENT, COMPLETE, OR ASSOCIATED WITH THE PERSON YOU INTEND TO REACH. Source records may be stale, may reflect prior owners, and may associate telephone numbers with a person's address history rather than a current residence. You must independently verify before you rely on any record.

8.5 Flags are informational only. Any do not call indicator, litigator indicator, line type indicator, or similar flag attached to a Data Product is supplied by a third party, is provided for your convenience only, is not a scrub against the National Do Not Call Registry or any state registry, and does not discharge any obligation under Section 9. The absence of a flag is not a representation that a number may lawfully be called.

8.6 Credits. Credits are prepaid, are consumed at the rates disclosed in the Services at the time of use, are non refundable, are not redeemable for cash, may not be transferred between accounts, and may expire or be reset after a period of account inactivity or after suspension or cancellation as disclosed in the Services. A price estimate presented before a run is an estimate. You authorize the consumption of Credits up to the cap you approve.

8.7 Third party data suppliers. Data Products originate with third party suppliers whose availability, pricing, coverage, and terms may change or end. We may modify or discontinue any Data Product at any time.

9. Do not call, consent, and screening. Your sole responsibility

9.1 Allocation of responsibility. YOU ARE SOLELY RESPONSIBLE FOR DETERMINING WHETHER YOU MAY LAWFULLY CALL, TEXT, LEAVE A MESSAGE FOR, OR EMAIL ANY PERSON, AND FOR OBTAINING, DOCUMENTING, AND RETAINING PROOF OF ANY REQUIRED CONSENT OR EXEMPTION. WE DO NOT MAKE THAT DETERMINATION FOR YOU AND WE DO NOT REVIEW YOUR CALLING LISTS.

9.2 Registry scrubbing. RealDialer does not subscribe to the National Do Not Call Registry or any state do not call registry, and does not scrub your Calling Lists on its own. You must obtain your own subscription and Subscription Account Number where required, must scrub your Calling Lists at the intervals Laws require, and must maintain proof of that scrubbing. If you connect your own registry subscription to your account, you authorize RealDialer to download, as your service provider and only for your account, the registry data your subscription covers, and RealDialer will use that data to hold numbers on your Calling Lists in the area codes you subscribe to. That check covers only the area codes in your subscription, depends on the data the registry provides and on your subscription staying active and current, and does not cover any state registry. It is a tool to help you, not a guarantee, and it does not change your responsibility under this Section 9. Lead data RealDialer provides from third party suppliers is screened by those suppliers as described in Section 8.5, not by RealDialer. Loading a list into the Services does not by itself scrub it.

9.3 Internal do not call list. You must maintain an internal do not call list, must honor a request to be placed on it immediately and in any event within the time Laws require, must retain each request for at least five years, and must train every User on how to record one. The Suppression List inside your account is the tool we provide for this purpose. You are responsible for using it, for keeping it complete, and for entering requests that arrive by any other channel, including calls, emails, texts, letters, and messages to your brokerage.

9.4 How the Suppression List behaves. Numbers on your Suppression List are blocked from dialing. A disposition marking a contact as do not call is one way: it suppresses the number and cannot be reversed by re dispositioning the call. These controls operate on your account only. They are not, and are not represented to be, a scrub against any registry.

9.5 Consent. You represent and warrant that for every number you dial through the Services you have the form of consent or the established business relationship that Laws require for the type of call you are placing, the entity placing it, the technology used to place it, and the type of line being called, and that you will produce documentation of that consent to us within one business day of our request.

9.6 Wireless numbers, prerecorded messages, and artificial voices. You are solely responsible for determining whether a number is a wireless number and for the heightened consent standards that apply to calls, texts, prerecorded messages, artificial voice messages, and voicemail drops delivered to wireless numbers.

9.7 Reassigned numbers. You are responsible for the risk that a number in your possession has been reassigned to a person who has not consented, and for using the Reassigned Numbers Database or an equivalent control where you rely on consent.

9.8 Revocation. You must honor any revocation of consent or opt out request made through any reasonable means, in any reasonable manner, promptly and across all channels.

9.9 No reliance. No feature of the Services, including calling hour guards, suppression tooling, Credit flags, disposition rules, or provisioning gates, is a representation by us that a call is lawful. You may not assert reliance on any such feature as a defense, and reliance on any such feature does not shift responsibility to us.

10. Compliance with laws

10.1 You will comply with all Laws applicable to your use of the Services. Without limiting that obligation, you acknowledge that your use may be subject to the following, as amended, and to their state analogues:

a) The Telephone Consumer Protection Act, 47 U.S.C. 227, and the implementing rules of the Federal Communications Commission at 47 C.F.R. 64.1200 et seq. b) The Telemarketing and Consumer Fraud and Abuse Prevention Act, 15 U.S.C. 6101 through 6108. c) The Federal Trade Commission Telemarketing Sales Rule, 16 C.F.R. Part 310, including the abandoned call provisions of 16 C.F.R. 310.4(b)(1)(iv), the calling time restrictions of 16 C.F.R. 310.4(c), and the record keeping requirements of 16 C.F.R. 310.5. d) The National Do Not Call Registry provisions, 15 U.S.C. 6151 through 6155, and every applicable state do not call registry and state telemarketing statute, including state registration, bonding, and licensing requirements in the states you call into. e) The Truth in Caller ID Act and its implementing rules, 47 C.F.R. 64.1601 and 64.1604, and 16 C.F.R. 310.4(a)(8). f) The Pallone Thune TRACED Act and the STIR/SHAKEN caller identification authentication framework, including robocall mitigation obligations. g) Section 5 of the Federal Trade Commission Act, 15 U.S.C. 45. h) The CAN SPAM Act, 15 U.S.C. 7701 through 7713, for any email you send through or in connection with the Services. i) Federal and state wiretap, eavesdropping, and call recording statutes, including all party consent statutes. j) Federal and state privacy statutes applicable to the personal information you upload, including state consumer privacy acts and state data breach notification laws. k) The Fair Housing Act, 42 U.S.C. 3601 et seq., and state and local fair housing laws. l) If you are licensed, the real estate licensing statutes and commission rules of every state in which you are licensed or in which you solicit, the rules and policies of every multiple listing service of which you are a participant or subscriber, the policies of your brokerage, and if you are a member, the Code of Ethics of the National Association of REALTORS, including its provisions on solicitation of listed property and on identification of the caller.

10.2 Multiple listing service data. If you load, import, or dial data derived from a multiple listing service, a tax record vendor, an association feed, or any other licensed source, you represent that you have the right to use that data for outbound prospecting under the license that governs it, that you will honor any opt out or restriction that source imposes, and that you will not use the Services to make that data available to anyone not permitted to receive it.

10.3 Know your customer, traceback, and robocall mitigation. You will cooperate fully, accurately, and promptly with our requests for information needed to satisfy our and our carriers' know your customer, robocall mitigation, and traceback obligations. You will keep current with us the name, title, telephone number, and email address of a compliance contact. You acknowledge that requests from the Industry Traceback Group, the Federal Communications Commission, state attorneys general, or law enforcement routinely require a response in less than twenty four hours, and you commit to responding within that time. We may be restricted in what we can tell you about the basis of a request.

10.4 No sensitive data. You will not use the Services to collect, store, process, or transmit protected health information, payment card data, financial account credentials, Social Security numbers, biometric identifiers, precise geolocation of consumers, information about minors, or other sensitive personal information. We are not a business associate under HIPAA and are not a subcontractor to one, we are not a payment card processor, and the Services are neither HIPAA nor PCI DSS compliant. We have no liability with respect to sensitive personal information transmitted through the Services in breach of this section.

11. Predictive dialing, abandoned calls, and messages

11.1 You choose the pacing. You select single line, adaptive, predictive, or look ahead pacing and the number of concurrent lines. You are responsible for the consequences of that choice, including abandoned calls.

11.2 Abandonment rate. You are responsible for keeping your abandonment rate within the limits Laws impose, including the Telemarketing Sales Rule safe harbor at 16 C.F.R. 310.4(b)(4), which requires among other things that abandoned calls not exceed three percent of answered calls measured per campaign over each successive thirty day period, that the call ring for at least fifteen seconds or four rings before disconnect, that a live representative be connected within two seconds of the person's completed greeting, and that you retain records establishing compliance. You must staff sufficiently to answer the calls your pacing generates.

11.3 Abandoned call message. Where an abandoned call occurs, applicable rules including 47 C.F.R. 64.1200(a)(7) require a recorded message that, within two seconds of the greeting, states the name and telephone number of the business on whose behalf the call was placed, states that the call was for telemarketing purposes where applicable, provides a telephone number that is answered during regular business hours and that is not a number billed at a premium rate, and provides an automated interactive opt out mechanism that records the request on your do not call list and disconnects the call. YOU ARE RESPONSIBLE FOR THE CONTENT, ACCURACY, AND LEGAL SUFFICIENCY OF ANY MESSAGE YOU RECORD, PROVISION, OR SELECT, INCLUDING ANY ABANDONED CALL MESSAGE, ANY VOICEMAIL DROP, AND ANY GREETING. WE DO NOT REVIEW, APPROVE, OR CERTIFY MESSAGE CONTENT.

11.4 Answering machine detection. Answering machine detection is probabilistic. It will misclassify calls. You accept the risk of misclassification, including a live person treated as a machine and a machine treated as a live person, and you may not rely on it as a compliance control.

11.5 Prerecorded messages and voicemail drop. The Services include features that play an artificial or prerecorded voice, including voicemail drop, which leaves a message you recorded in advance with one click, and any artificial intelligence generated or text to speech voice (together, "Prerecorded Messages"). The Federal Communications Commission treats a prerecorded message delivered to a voicemail box as a call, including a ringless voicemail that is delivered without the phone ringing. You are responsible for the content of every Prerecorded Message, including any identification and opt out language Laws require.

11.6 Written consent first. Cold calls require a live voice. You will use voicemail drop, and every other Prerecorded Message, only with a called party who has given you prior express written consent wherever federal or state law requires it. That includes every telemarketing or solicitation call to a wireless number or to a residential line under 47 U.S.C. 227(b)(1)(A)(iii) and 227(b)(1)(B) and 47 C.F.R. 64.1200(a)(2) and (a)(3). Leaving a Prerecorded Message on a cold call, or with any number taken from a purchased, rented, shared, or scraped list, without that consent may violate the law. The TCPA allows statutory damages of $500 to $1,500 for each such call under 47 U.S.C. 227(b)(3), in addition to fines and penalties. If you do not hold that consent, do not use voicemail drop for that call.

11.7 Your responsibility alone. YOU ALONE ARE RESPONSIBLE FOR OBTAINING THAT CONSENT, FOR KEEPING RECORDS THAT SHOW WHO GAVE IT, WHEN, HOW, AND FOR WHICH TELEPHONE NUMBER, AND FOR PRODUCING THOSE RECORDS UNDER SECTION 9.5. You alone are responsible for complying with the TCPA and the rules of the Federal Communications Commission, the Telemarketing Sales Rule, every state law that regulates prerecorded messages or telephone solicitation, including the Florida, Oklahoma, Maryland, and Washington telephone solicitation laws and every similar state law, and every federal, state, and internal do not call rule, each time you use a Prerecorded Message.

11.8 We do not decide. We provide the voicemail drop tool and nothing more. We do not determine whether you have consent, whether a call is telemarketing, or whether any use of a Prerecorded Message is lawful, and we do not review your recordings or your Calling Lists. The availability of voicemail drop on a call, or a detected answering machine, is not a statement that leaving a message is lawful. Nothing in the Services, our documentation, or our support conversations is legal advice. All claims and losses arising out of or related to your use of a Prerecorded Message are covered by your indemnity in Section 21.

11.9 Abandoned call messages, and our right to disable. The abandoned call message described in Section 11.3 is not a Prerecorded Message under Sections 11.5 through 11.8 so long as it contains only the identification and opt out content Laws permit and no sales message. Nothing in this section relieves you of the duty to provide it. We may disable voicemail drop, or any other Prerecorded Message feature, on your account at any time and without notice, including after a complaint.

12. Caller identification and Numbers

12.1 Numbers assigned through the Services are licensed to you for the term of your subscription. You do not own them. We may change or reclaim a Number where required by a carrier, a regulator, a numbering authority, or our reputation management practices, or on termination or non payment.

12.2 You will use only caller identification that you are entitled to use, that accurately identifies you or the party on whose behalf you are calling, and that is answerable by a live person or a compliant message during business hours. You will not transmit misleading or inaccurate caller identification with intent to defraud, cause harm, or wrongfully obtain anything of value, and you will not use another party's name, mark, or brand in a way likely to cause confusion.

12.3 You acknowledge that we may rotate caller identification across your assigned Numbers, may prefer a Number in the called party's area code, and may prefer a Number a contact was previously dialed from. You remain responsible for the lawfulness of caller identification presented from your account. Any Number designated for account access or authentication may never be used as an outbound caller identification.

12.4 Reputation and blocking. Carriers, analytics providers, and handset operating systems label, block, and filter calls using criteria we do not control and are not told. We do not warrant that your calls will be delivered, will not be labeled as spam or scam likely, or will not be blocked. Remediation, registration, attestation, and branded calling services, where offered, are efforts only.

12.5 Porting. Requests to port a Number in or out are subject to carrier processes and to your account being in good standing and paid current.

13. Acceptable use

You will not, and will not permit any User or third party to:

a) Use the Services to place unlawful, harassing, threatening, abusive, obscene, deceptive, or fraudulent calls or messages, or to make any communication that violates Laws. b) Use any equipment or software with the capacity to store or produce telephone numbers using a random or sequential number generator in connection with the Services. c) Call emergency numbers, public safety answering points, hospitals, healthcare facilities, physicians' offices, poison control centers, or similar lines, or place calls that cause charges to the recipient, or engage in one ring or wangiri schemes. d) Call outside permitted calling hours in the called party's time zone, or on days or during emergencies when calling is restricted. e) Tie up two or more lines of a multi line business at the same time in a manner Laws prohibit. f) Disguise the origin of a call or message, forge headers, spoof caller identification unlawfully, or impersonate any person or entity. g) Harvest or collect information about individuals without a lawful basis, or use the Services to compile lists for resale. h) Resell, sublicense, rent, time share, or provide the Services as a service bureau to any third party, or share credentials with anyone outside your account. i) Copy, modify, translate, reverse engineer, decompile, disassemble, or create derivative works of the Services, or attempt to discover source code, algorithms, or underlying structure, except to the extent that restriction is unenforceable by law. j) Circumvent, disable, or interfere with any technical limitation, gate, rate limit, quota, security feature, or usage measurement in the Services. k) Probe, scan, or test the vulnerability of the Services, breach or attempt to breach authentication, or access any account, data, or system you are not authorized to access. l) Transmit viruses, worms, or other harmful code, or interfere with any other customer's use of the Services. m) Use the Services to benchmark against, or to build, a competing product or service. n) Use the Services in any manner that we reasonably believe could subject us or our carriers to criminal liability, civil penalty, regulatory action, or carrier sanction.

14. Customer Data

14.1 Ownership. As between the parties, you retain all right, title, and interest in Customer Data.

14.2 License to us. You grant us a non exclusive, worldwide, royalty free right to host, copy, store, transmit, encode, reformat, display, process, and otherwise use Customer Data as necessary to provide, secure, support, and improve the Services, to comply with Laws, and to respond to regulators, carriers, and traceback requests. This license ends when the Customer Data is deleted, except for copies retained in backups, logs, and legal hold as described in our Privacy Policy.

14.3 Aggregated data. We may compile de identified and aggregated statistics from use of the Services and may use them to operate, analyze, secure, benchmark, and improve the Services and to produce industry information, provided that they do not identify you, your Users, or any individual.

14.4 Your representations. You represent and warrant that you have all rights, consents, notices, and permissions necessary to upload Customer Data, to have us process it, and to make the calls and send the messages you direct, and that Customer Data does not infringe or violate any third party right or any Law.

14.5 We may refuse content. We may, but have no duty to, screen, refuse, suspend, or remove any Customer Data, campaign, script, message, or communication that we reasonably believe violates this Agreement or Laws, without notice and without liability.

15. Call recording, transcription, and artificial intelligence features

15.1 Recording is your decision and your responsibility. YOU ARE SOLELY RESPONSIBLE FOR COMPLYING WITH ALL LAWS GOVERNING THE MONITORING, RECORDING, AND TRANSCRIPTION OF TELEPHONE CALLS, INCLUDING PROVIDING ANY REQUIRED DISCLOSURE AT THE START OF A CALL AND OBTAINING THE CONSENT OF EVERY PARTY IN JURISDICTIONS THAT REQUIRE ALL PARTY CONSENT. Consent requirements are determined by the laws of each participant's jurisdiction, and the strictest applicable rule generally controls. We do not determine which rule applies to your call and we do not insert disclosures on your behalf.

15.2 Coaching and monitoring. Where you use listen in, whisper coaching, or barge features, you are responsible for any notice or consent required from your Users and from the other party.

15.3 Transcription and artificial intelligence. Recordings, transcripts, notes, and related content may be processed by third party speech recognition and artificial intelligence providers under contract to us in order to generate transcripts, summaries, coaching feedback, and similar output. Output is generated by statistical models, will contain errors, and must be reviewed by a human before you rely on it. Do not use output as the sole basis for any decision affecting a consumer.

15.4 Retention. Recordings are retained for the period your plan includes, currently 30 days on Foundation, 60 days on Operator, and 90 days on Command, counted from the date of the call, after which they are deleted. A plan change applies the new period to recordings that have not yet been deleted when the new period is longer, and never shortens the period of a recording already made. WE DO NOT PROVIDE RECORDING ARCHIVAL. IF LAWS OR YOUR OWN POLICIES REQUIRE YOU TO RETAIN CALL RECORDS FOR LONGER, YOU MUST EXPORT AND STORE THEM YOURSELF WITHIN THE RETENTION WINDOW.

15.5 We have no obligation to preserve, produce, or restore recordings, transcripts, call detail, or search records, except as we determine is required by Law or legal process.

16. Third party services and integrations

16.1 The Services may interoperate with third party products, including customer relationship management systems, automation platforms, webhook consumers, calendar and email providers, mapping and tile providers, data suppliers, and carriers. Those products are governed by their own terms and privacy practices, and we are not responsible for them.

16.2 If you connect a third party product, you authorize us to transmit Customer Data to and receive data from that product as you configure. You are responsible for the configuration, for the credentials and keys you supply, for maintaining your account with the third party, and for the consequences of data leaving the Services.

16.3 Third party products may change, degrade, deprecate an interface, or terminate access at any time. We may suspend or remove an integration without liability, and no such change is a breach by us or grounds for a refund.

17. Intellectual property

17.1 We and our licensors own all right, title, and interest in the Services, including all software, interfaces, models, documentation, data compilations other than Customer Data, trademarks, and all improvements and derivative works, and all intellectual property rights in them. Nothing in this Agreement transfers ownership. All rights not expressly granted are reserved.

17.2 You grant us a revocable right to identify you as a customer and to use your name and logo on our website and in marketing materials. You may revoke that right by written notice, and we will remove the reference within thirty days.

17.3 Feedback. If you provide suggestions, feature requests, or other feedback, you grant us a perpetual, irrevocable, worldwide, royalty free license to use and commercialize it without obligation or attribution.

18. Confidentiality

18.1 Each party will hold the other's confidential information in confidence, will use it only to perform under this Agreement, and will protect it with at least reasonable care. Our pricing, non public product functionality, roadmaps, performance data, and the terms of any non standard order are our confidential information without need for marking.

18.2 The obligation does not apply to information that is or becomes public through no fault of the receiving party, was rightfully known before disclosure, is rightfully received from a third party without restriction, or is independently developed without use of the confidential information. A party may disclose confidential information where required by Law or legal process after giving reasonable advance notice where legally permitted.

18.3 Each party may seek injunctive relief for breach of this section in addition to any other remedy.

19. Disclaimers

19.1 THE SERVICES, DATA PRODUCTS, AND ALL RELATED MATERIALS ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON INFRINGEMENT, ACCURACY, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

19.2 WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, THAT CALLS WILL CONNECT, BE DELIVERED, OR AVOID BLOCKING OR SPAM LABELING, THAT ANY LEVEL OF CALL QUALITY, ANSWER RATE, CONTACT RATE, CONVERSION, LEAD VOLUME, OR REVENUE WILL BE ACHIEVED, THAT DATA PRODUCTS ARE ACCURATE OR CURRENT, OR THAT USE OF THE SERVICES WILL CAUSE YOU TO BE IN COMPLIANCE WITH ANY LAW.

19.3 UNLESS A WRITTEN ORDER STATES OTHERWISE, THERE IS NO SERVICE LEVEL COMMITMENT, NO UPTIME GUARANTEE, AND NO CREDIT OR REFUND FOR INTERRUPTION, INCLUDING INTERRUPTION CAUSED BY CARRIERS, HOSTING PROVIDERS, YOUR NETWORK, OR MAINTENANCE.

19.4 ANY STATEMENT ABOUT COMPLIANCE, INCLUDING ANY DESCRIPTION OF A FEATURE AS COMPLIANT, IS A DESCRIPTION OF A TOOL AND NOT A WARRANTY, A CERTIFICATION, OR AN OPINION ABOUT YOUR USE.

20. Limitation of liability

20.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS, LOST COMMISSIONS, LOST OR CORRUPTED DATA, LOSS OF GOODWILL, OR COST OF SUBSTITUTE SERVICES, ARISING OUT OF OR RELATED TO THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

20.2 TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT, STATUTE, OR OTHERWISE, WILL NOT EXCEED THE AMOUNTS YOU ACTUALLY PAID US FOR THE SERVICES IN THE THREE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

20.3 WE HAVE NO LIABILITY WHATSOEVER FOR: ANY CLAIM, PENALTY, FINE, JUDGMENT, SETTLEMENT, OR DEFENSE COST ARISING FROM A CALL, TEXT, VOICEMAIL, RECORDING, OR EMAIL YOU OR YOUR USERS INITIATED, INCLUDING ANY CLAIM UNDER THE TELEPHONE CONSUMER PROTECTION ACT, THE TELEMARKETING SALES RULE, A STATE TELEMARKETING OR DO NOT CALL STATUTE, OR A WIRETAP OR CALL RECORDING STATUTE; THE CONTENT OR ACCURACY OF DATA PRODUCTS; CALL BLOCKING, LABELING, OR FILTERING BY THIRD PARTIES; OR ANY ACT OR OMISSION OF A CARRIER OR OTHER THIRD PARTY.

20.4 THE EXCLUSIONS AND LIMITS IN THIS SECTION DO NOT APPLY TO YOUR PAYMENT OBLIGATIONS, YOUR OBLIGATIONS UNDER SECTION 21, OR YOUR BREACH OF SECTIONS 8.2, 8.3, 9, 10, 11.5 THROUGH 11.9, 12.2, OR 13.

20.5 YOU ACKNOWLEDGE THAT THIS SECTION IS A SIGNIFICANT LIMITATION ON YOUR RIGHT TO RECOVER AND THAT THE FEES REFLECT THIS ALLOCATION OF RISK. THIS SECTION APPLIES TO THE FULLEST EXTENT PERMITTED BY LAW, AND SOME JURISDICTIONS DO NOT ALLOW CERTAIN EXCLUSIONS, IN WHICH CASE THE EXCLUSION APPLIES ONLY TO THE EXTENT PERMITTED.

21. Indemnification

21.1 You will defend, indemnify, and hold harmless RealDialer, its affiliates, and their officers, members, employees, agents, carriers, and suppliers from and against any claim, demand, action, investigation, proceeding, loss, liability, penalty, fine, judgment, settlement, and expense, including reasonable attorneys' fees and costs, arising out of or related to: (a) any call, text, voicemail, recording, or email initiated through your account; (b) your or your Users' breach of this Agreement; (c) your violation of any Law, including any telemarketing, do not call, consent, caller identification, privacy, wiretap, call recording, fair housing, or real estate licensing law; (d) Customer Data, including its collection, accuracy, use, and any claim that it infringes or violates a third party right; (e) your use of Data Products, including any use in violation of Section 8.3; (f) any dispute between you and a called party, a User, a client, a brokerage, or a multiple listing service; (g) unauthorized access to the Services through credentials issued to your account; and (h) any voicemail drop or other Prerecorded Message left or played through your account, including any claim that you lacked the prior express written consent Laws require.

21.2 We will notify you of any claim subject to this section, and you will assume the defense with counsel reasonably acceptable to us. We may participate at our own expense. You may not settle any claim in a way that imposes an obligation on us, admits fault on our part, or fails to release us fully, without our written consent.

22. Liquidated damages for data and credential misuse

22.1 You acknowledge that damages from unauthorized sharing of the Services or Data Products are difficult to quantify. Accordingly, and without limiting any other remedy, you agree to pay as liquidated damages and not as a penalty: ten thousand dollars for each third party to whom you provide access to the Services or Data Products in violation of Section 8.2 or Section 13(h), and two dollars for each individual record of a Data Product that you resell, redistribute, or make available to a third party in violation of Section 8.2.

22.2 These amounts are in addition to injunctive relief, which you agree we may seek without posting bond.

23. Changes to the Services and to this Agreement

23.1 We may modify, add to, or discontinue any part of the Services. If we discontinue a material feature you paid for and do not offer a substantially equivalent replacement, your sole remedy is a prorated refund of prepaid fees for the remainder of the then current term.

23.2 We may amend this Agreement from time to time. Each amendment is a Material Change, a Simple Change, or a Non-Material Change, as described below.

a) Material Changes need your acceptance. A "Material Change" is any change that adds or increases fees or charges, or changes how they are billed; expands your liability or your indemnity obligations, or limits our liability further; changes how disputes are resolved, including arbitration, the class action waiver, governing law, venue, or the time to bring a claim; expands how we collect, use, share, or keep your data or your contacts' data; or otherwise reduces your rights or adds to your obligations in a meaningful way. A Material Change takes effect only when you accept it. You will be asked to accept it the next time you sign in, and you will not be able to use the Services until you accept it or cancel.

b) Other changes take effect after notice. Any change that is not a Material Change or a Simple Change, such as a clarification, a correction, a new feature or option, or a change required by Law, a regulator, or a carrier that does not reduce your rights, takes effect on the effective date stated in the notice. That date will be at least thirty (30) days after we give notice, except where a shorter time is required by Law, a regulator, or a carrier. We give notice by email to the account owner at the email address on the account, and by a notice in the Services that describes what changed and links to the full updated Agreement. If you keep using the Services on or after that effective date, you accept the updated Agreement.

c) If you do not agree. If you object to a Non-Material Change, you may cancel your account before its effective date by writing to support@realdialer.com or from the account area of the Services. Your cancellation takes effect at the end of your current paid period, and the version of this Agreement in effect before the change continues to govern your account until then. We will decide at the time of cancellation whether any refund is due.

d) Which version governs. We keep every version of this Agreement we have published, with the date each took effect.

e) Simple changes take effect when posted. We may make simple changes that clarify this Agreement, add a section describing a new feature or program, or do not reduce your rights or increase your obligations (each a "Simple Change"), by posting the updated Agreement. A Simple Change takes effect when it is posted, without the notice described in Section 23.2(b) and without asking you to accept it again. A Simple Change never includes anything that is a Material Change. The version you accepted, and the date you accepted it, stay on your record.

24. Dispute resolution, arbitration, and class action waiver

24.1 Informal resolution first. Before filing anything, the parties will attempt in good faith to resolve the dispute for thirty days after written notice describing the dispute and the relief sought, sent to the address in Section 28.

24.2 Binding arbitration. Except as stated in Section 24.5, any dispute arising out of or relating to this Agreement or the Services will be resolved by final and binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration will be seated in Tennessee, or conducted by videoconference or on documents at the arbitrator's discretion. The arbitrator may award any relief available in an individual action in court. Judgment on the award may be entered in any court of competent jurisdiction. The Federal Arbitration Act governs this section.

24.3 CLASS ACTION WAIVER. ALL CLAIMS MUST BE BROUGHT IN AN INDIVIDUAL CAPACITY. THE PARTIES WAIVE ANY RIGHT TO BRING OR PARTICIPATE IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION, AND THE ARBITRATOR MAY NOT CONSOLIDATE CLAIMS OR PRESIDE OVER ANY FORM OF REPRESENTATIVE PROCEEDING. IF THIS WAIVER IS FOUND UNENFORCEABLE AS TO ANY CLAIM, THAT CLAIM ALONE WILL PROCEED IN COURT AND THE REMAINDER WILL REMAIN IN ARBITRATION.

24.4 JURY TRIAL WAIVER. TO THE EXTENT ANY DISPUTE PROCEEDS IN COURT, EACH PARTY WAIVES ANY RIGHT TO A TRIAL BY JURY.

24.5 Exceptions. Either party may bring an individual action in small claims court, and either party may seek injunctive or other equitable relief in court to protect intellectual property, confidential information, or to enforce Sections 8, 13, 18, or 22.

24.6 Time limit. Any claim must be brought within one year after it accrues, or it is permanently barred, except where a shorter or longer period is required by Law.

25. General

25.1 Governing law. This Agreement is governed by the laws of the State of Tennessee, without regard to its conflict of laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Subject to Section 24, the state and federal courts located in Tennessee have exclusive jurisdiction and venue, and each party consents to personal jurisdiction there.

25.2 Independent contractors. The parties are independent contractors. Nothing creates a partnership, joint venture, agency, employment, or fiduciary relationship.

25.3 Assignment. You may not assign this Agreement, by operation of law or otherwise, without our written consent. We may assign freely, including in connection with a merger, acquisition, reorganization, or sale of assets. This Agreement binds and benefits permitted successors and assigns.

25.4 Subcontractors. We may use subcontractors, carriers, and service providers to deliver the Services and remain responsible for their performance of our obligations.

25.5 Force majeure. Neither party is liable for a delay or failure caused by events beyond its reasonable control, including acts of God, severe weather, fire, flood, war, terrorism, civil unrest, labor action, epidemic, government action, carrier failure, power failure, internet or hosting provider failure, denial of service attack, or third party equipment failure. This does not excuse payment obligations.

25.6 Notices. Notices to you may be given by email to the address on your account, by posting in the Services, or by mail to your account address, and are effective when sent or posted. Notices to us must be sent to the addresses in Section 28 and are effective on receipt.

25.7 Severability. If a provision is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible, and the remainder stays in effect.

25.8 No waiver. Failure to enforce a provision is not a waiver of it or of any other provision.

25.9 Export and sanctions. You will comply with United States export control and sanctions laws and will not use the Services in an embargoed country or on behalf of a sanctioned party.

25.10 Third party beneficiaries. There are no third party beneficiaries other than our affiliates, carriers, and suppliers with respect to the disclaimers, limitations, and indemnities that reference them.

25.11 Entire agreement. This Agreement, together with the Privacy Policy, the in product Calling Terms, and any written order or service contract that references it, is the entire agreement and supersedes all prior or contemporaneous communications and proposals. If a signed order expressly contradicts a term here, the order controls for that term only. Purchase order terms and other pre printed terms you supply have no effect.

25.12 Interpretation. Headings are for convenience only. "Including" means including without limitation.

26. Electronic signature and records

26.1 Consent to electronic records. You agree to do business with us electronically. You consent to receive this Agreement, the Privacy Policy, the Calling Terms, every later version of them, notices, invoices and receipts, account and compliance notices, and all other records and communications about your account and the Services electronically, by email to the address on your account or in the Services, instead of on paper. This consent covers your account and every transaction under this Agreement, and it continues until you withdraw it under Section 26.3.

26.2 What you need. To access and keep these records you need a device with a current web browser or the RealDialer mobile app, an internet connection, a working email address, and software that can open PDF files. If these requirements change in a way that could stop you from accessing or keeping a record, we will tell you before the change takes effect. You will keep the email address on your account current, because that is where we send records and notices.

26.3 Paper copies and withdrawing consent. You may ask for a paper copy of any record, at no charge, by writing to the address in Section 28. You may withdraw your consent to electronic records at any time by writing to the same address. We provide the Services only online, so we cannot keep providing them to you without that consent: withdrawing your consent ends this Agreement as a cancellation by you under Section 7.2, effective at the end of the then current paid period, and does not affect the legal effect of anything signed or delivered electronically before the withdrawal.

26.4 Your electronic signature. You agree that typing your full name and selecting accept, or ticking a box and selecting accept where the Services offer that, is your electronic signature, and that it has the same force and effect as a handwritten signature under the federal E-SIGN Act (15 U.S.C. 7001 et seq.) and the Tennessee Uniform Electronic Transactions Act.

26.5 Our record. We record the version of each document you accept, a SHA-256 fingerprint of its exact text, the name you typed, your consent to electronic records and signatures and when you gave it, your account, the date and time, your IP address, and your device, and we keep that record permanently. You agree that these records are admissible and are conclusive evidence of your acceptance.

27. Referral credits

27.1 If we offer a referral program and you earn a referral credit, the credit has no cash value, applies only to amounts you owe us on RealDialer invoices, cannot be transferred, sold, or exchanged, and is not refunded if your account ends. A referral credit is not a refund or credit under Section 6.6.

27.2 We may change, suspend, or end the referral program, its rewards, and its rules at any time, and may withhold or reverse a credit earned in breach of the program's rules, including a referral of yourself or your own business.

By creating an account or using the Services, you acknowledge that you have read this Agreement, understand it, and agree to be bound by it.

28. Contact

CloseDaily LLC, doing business as RealDialer

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