Voice Service Specific Terms

1. Definitions and interpretation

1.1 In these Service Specific Terms, the words and terms used herein shall have the same meanings set forth below unless otherwise defined in the MSA and references to clause numbers shall refer to the clauses of these Flow Studio Service Specific Terms, unless otherwise dictated below

Audio Library has the meaning set out in clause 4. 

Authenticate has the meaning set out in clause 4.11.

Balance means the balance available to the Customer that is shown in the Voice Account. 

Balance Refund means the refund due to the Customer if the conditions of such Balance Refund are met as set out in this Agreement.

Bring Your Own Connectivity has the meaning set out in clause 4.

Caller ID has the meaning set out in clause 4.

Connection / Connected means the successful delivery of the Voice Services to the End User, whether or not the End User utilises the Voice Services as intended or disconnects the Voice Service immediately or whether the Voice Services is directed to a centralised electronic system that can or cannot store messages from the Voice Services.

Caller Name has the meaning set out in clause 4 of these Service Specific Terms.

Initial Balance means the initial balance as set out in the Order Form.

Minimum Balance means the minimum balance as set out in the Order Form.

Rate means the fee outlined the Order Form that represents the cost for all Voice Services usage via the Customer’s account(s). 

Service Specific Terms means these service specific terms for Voice Services. 

SIP Redundancy means the automatic fall-back service available to Customers to the Company’s’ secondary carrier in the event that the connectivity with the primary carrier has failed.

Top Up Balance means the fees paid by the Customer to top up the Balance and/or add to the credit available in their Voice Account.

Voice API has the meaning set out in clause 4.

Voice Campaign has the meaning set out in clause 4.

Voice Services means the services outlined in the Order Form.

2. Access to the services

1. 2.1 Subject to the terms of these Service Specific Terms, Unifonic will during the Term use commercially reasonable efforts to provide the Customer the Voice Services in accordance with the Agreement.
   
   
2. 2.2 In order for a Customer to have access and utilise the Voice Services, the Customer must have a Unifonic Account.
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   2.3 Unifonic will provide the Voice Services through the Unifonic Console, and grants to the Customer a non-exclusive, non-transferable right, without the right to grant sublicences, to use the Unifonic Console to access and enjoy the benefit of the Voice Services

3. Supply of Services

1. 3.1 During the Term Unifonic shall perform the Voice Services substantially in accordance with the terms of this Agreement and with reasonable skill and care. 
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   3.2 Unifonic will not be in breach of clause 3.1 to the extent any non-conformance is caused by use of the Voice Services by the Customer contrary to Unifonic's instructions, or modification or alteration of the Voice Services by any party other than Unifonic or Unifonic's duly authorised contractors or agents. If the Voice Services do not conform with the terms of this Agreement, Unifonic will, at its expense, use all reasonable commercial endeavours to correct any such non-conformance promptly, or provide the Customer with an alternative means of accomplishing the desired performance. Such correction or substitution constitutes the Customer's sole and exclusive remedy for any breach of clause 3.1.
   
   3.3 The Customer acknowledges and agrees that messages of a advertising, marketing, and promotional nature will not be performed during the prohibited hours in the Territory.
   
   

4. Voice Services

1. 4.1 The Voice Services under these Service Specific Terms comprise of the following: 
   
   

4.2 Audio Library is the repository on the Unifonic Console that allows the Customer to upload their Audio Files (defined below) in order to be then sent to the End User (“Audio Library”).

1. Customers will be able to upload their audio file via MP3 upload or through text-to-Speech conversion (“Audio File”).
2. Once the Customer has uploaded the Audio File, the Audio File will be submitted to the customer support team for approval and will then be available in the Audio Library as an approved audio file (“Approved Audio File”).
3. For each separate Audio File the Customer must seek prior approval to the content of such Audio File, as submitted in accordance with clause 4.2(b) above, before any such Audio File is sent to the End User. 

4.3 Caller ID is a function allowing the Customer to provide the number of a calling party (“Caller ID”). These caller IDs are used to make or receive calls to the End User.

4.4 Unifonic offers as part of the Voice Services the following voice application programming interfaces. Application to person calls that includes: 

a. Audio ID: the Customer can include an Audio ID which corresponds to an Approved Audio File in the Audio Library. After an Audio ID API request is successfully accepted, an outgoing call is made to the required End User. The Approved Audio File is then played via the call.

1. 1. b. Text-to-Speech (“TTS”): TTS means the conversion of words into an Audio File. The Customer is able to provide a string of text within the Voice Services. Once the TTS text is approved by the customer support team the TTS will become an Approved Audio File. An outgoing call is then made to the End User and the corresponding Approved Audio File is played via the Connected call;
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   3. c. One-time Password (“OTP”): the Customer can include an OTP within the Voice Services. After an OTP request is successfully accepted, an outgoing call is made to the stated recipient(s) and the corresponding audio message is played via the call;
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   5. d. Outbound Interactive Voice Response (“IVR API”): The Customer can generate an outbound call which collects dual tone multi frequency (“DTMF”) responses from End Users via an IVR API. After an IVR API request is successfully accepted, an outgoing call is made to the required End User. An Accepted Audio File is commonly played via the call, and a DTMF response is expected from the End User; and 
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Inbound Interactive Voice Response (“IVR”): the Customer can receive an inbound call which collects DTMF responses from End Users. After an inbound call is received, Unifonic looks for a pre-determined inbound IVR call solution which is set-up by the Customer in the Voice Account on the Unifonic Console. If such solution can be found and successfully read, an Approved Audio File is commonly played via the call, and a DTMF response is expected from the recipient. Otherwise, the call is disconnected, (together the “Voice APIs”).


4.5 Voice Campaign: A Voice Campaign is an outbound dialling campaign (“Voice Campaign”) which allows the Customer to specify one or many End Users whom will receive the Voice Campaign. The following applications will be available for the Voice Campaign: 

1. Audio Message: Send any pre-approved audio message found in the Audio Library;
2. Call-to-Action: Send any Approved Audio File found in the Audio Library and expect a DTMF response from each End User;
3. Campaign Scheduling: Schedule a Voice Campaign to take place at a later date and time; and 

Campaign Reports: Summary of Voice Campaign progress and detailed status of each End User Connected call. 


4.6 Number Masking: The Customer can pre-define a number masking session via the number masking API. After an API request is successfully accepted, the numbers attributed to the number masking will be available for twenty-four (24) hours, unless a number masking session is deleted via another API. The Customer will not be able to create multiple concurrent masking sessions for a given mobile number under the same caller ID.

4.7 SIP Redundancy: Upon activation of the Voice Services in the Unifonic Console, the Customer will get the ability to procure secondary Caller IDs on the Unifonic Console. These secondary Caller IDs will be automatically paired by default to each Voice Campaign that the Customer utilises. Every attempt to send a voice call (via an API or Voice Campaign) will include two Caller IDs, one primary Caller ID and the secondary Caller ID. If the voice gateway determines that the primary Caller ID cannot be reached, it will automatically reroute traffic via the secondary Caller ID to the secondary carrier. 

4.8 If any part of the Voice Services is deemed,  at any point in time, either in whole or in part, to be contrary to an Applicable Law, or in opposition to the orders or instructions of an Operator or any party who has regulatory authority over the Voice Services, Unifonic shall allow the Customer to allocate such Balance as may be available in the Voice Account to the other Voice Services or Unifonic shall, at the election of the Customer refund the Customer the Balance in the Voice Account. 

4.9 Caller Name: Upon activation of the Voice Services in the Unifonic Console, the Customer will get the ability to procure a caller name for the Caller IDs on the account, provided the technical prerequisites are met (“Caller Name”). The Caller Name is subject to certain regulatory approvals by the TDRA and the prevailing carrier/operator.  The aforementioned technical prerequisites revolve around the suitability of SIP connection which must be terminated from the carrier operator to the Customer premise before the interconnection with Unifonic Infrastructure.

4.10 Bring Your Own Connectivity: The Customer may interconnect Unifonic’s programmable Voice Services with their self-managed SIP network. By doing so, the customer will be able to use existing caller IDs of their own, manage their consumption, concurrency, and other related services with the carrier directly. A SIP interconnection and access control lists must be configured on the customer premise equipment (“CPE”) and Unifonic’s session border controller (“SB


4.11 C”) over the internet. 

4.12 Authenticate: is a two-factor authentication service via a one-time password (“OTP”). Verification occurs when an End User's token matches with Unifonic’s token. A token is the OTP code generated by Unifonic. A Customer will be able to verify the phone number of the End User through OTP service.

5. Customer Obligations

5.1 During the Term the Customer shall:

1. only use the Voice Services to transmit personal or general messages that introduce the services or products of the Customer, warning messages, security authorization messages (such as one-time passwords), or notification messages sent to its direct or indirect customers;
   
   
2. provide Unifonic with:
   
   (i) all necessary co-operation in relation to these Service Specific Terms; and
   (ii) all necessary access to such information as may be required by Unifonic, as is required by law, required by a regulator of Unifonic or the Voice Services, required by an Operator, or in order to provide the Voice Services, including but not limited to Data, security access information and configuration services;
   
   
3. carry out all other Customer responsibilities set out in this Agreement in a timely and efficient manner;
   
   
4. ensure that the Authorised Users use the Voice Services and the Unironic Console in accordance with the terms and conditions of these Service Specific Terms, any other terms and conditions by which Unifonic requires the Customer to be bound in order to utilise the Voice Services and shall be responsible for any Authorised User’s breach of these Service Specific Terms;
   
   
5. have full responsibility about the content and validity of the information it sends to the End User via the Voice Services, and the Customer acknowledges agrees that Unifonic is under no obligation to monitor or censor any of the content of information sent via the Voice Services or user input relating to or from the Voice Services;
   
   
6. acknowledge and agree that there is no cross over or carry over from any other accounts that the Customer may have with Unifonic on any of the other Unifonic Platforms, including but not limited to the use of any account balance on those other accounts;
   
   
7. ensure that its network and systems comply with the relevant specifications provided by Unifonic from time to time; and
   
   
8. be, to the extent permitted by law and except as otherwise expressly provided in these Service Specific Terms, solely responsible for procuring, maintaining and securing its network connections and telecommunications links from its systems to the Unifonic Platforms, and all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to the Customer’s network connections or telecommunications links or caused by the internet.

1. distribute or transmit any material through its use of the Voice Services and Unifonic Platforms that:
   
   (i) is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive or otherwise against Shari’ah law or public policy;
   (ii) facilitates illegal activity;
   (iii) depicts sexually explicit images;
   (iv) promotes unlawful violence;
   (v) promotes tobacco products;
   (vi) is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability;
   (vii) infringe the copyright, trademark, or other Intellectual Property Rights of Unifonic or any other third-party whatsoever; or
   (viii) is otherwise illegal or causes damage or injury to any person (whether natural or legal) or property;
   
   
2. use the Voice Services to send voice messages to an End User that are not required or wanted.

5.3 Unifonic reserves the right, without liability or prejudice to its other rights to the Customer, to disable the Customer's access to the Voice Services and Unifonic Platform if it becomes aware of any breach (or potential breach) of the restrictions outlined in clauses 5.1 or 5.2.

5.4 The Customer shall use all reasonable endeavours to prevent any unauthorised access to, or use of, the Voice Services and/or the Unifonic Platform and, in the event of any such unauthorised access or use, promptly notify Unifonic. The Customer will immediately notify Unifonic about any unauthorised use of any of the Customer’s accounts registered with the Unifonic Platforms

6. Fees

6.1 In consideration of Unifonic performing the Voice Services and granting the right to use the Unifonic Console in accordance with this Agreement, the Customer shall pay all Fees to Unifonic in accordance with this clause.

6.2 The Initial Balance must be paid in advance of Unifonic performing the Voice Services and granting access to the Unifonic Platforms, unless otherwise agreed by the Company in writing by an authorised person.  Once the Fees have been received in Unifonic’s bank account, the corresponding balance shall appear in the Customer’s account via the Unifonic Platforms (hereinafter “Balance”).

6.3 The Customer’s Balance will be deducted based on the Rate and a Deduction from the Voice Account will only occur upon the Connection with the End User. The Voice Services shall only be available while the Customer’s Balance contains sufficient funds to cover any use of the Voice Services including but not limited to containing the Minimum Balance. Once the Customer’s Balance has reached zero or no longer contains the Minimum Balance, the Voice Services will no longer be available until such time that the Customer makes payment to Unifonic so that the Customer’s Balance is sufficient to meet the costs of the required Voice Services, and such payment is received in Unifonic’s bank account.

6.4 The Customer acknowledges that the Balance must be used by the end of the Term.  Unifonic will not refund any Balance during or after the Term. 

6.5 The Customer acknowledges and agrees that the Initial Balance must be received and confirmed as received by Unifonic prior to the Voice Account activation. The Initial Balance is non-refundable whether or not the Customer utilises the Voice Services or the totality of such Initial Balance. 

6.6 The Customer acknowledges and agrees to keep the Minimum Balance in the Voice Account during the Term of this Agreement. In the event that the Balance in the Voice Account does not meet the Minimum Balance, the Customer acknowledges that Unifonic shall have the right to suspend or terminate the Voice Account until such dues have been recovered.

6.7 The Customer acknowledged and agrees that should the Account Balance ever reach an amount below zero, that Unifonic shall have the right to recover any such overdrawn and outstanding amount.

6.8 The Customer is able to Top Up their Voice Account at any point in time. Any such Top Up will be added towards the Balance. The Top Up will only be reflected in the Voice Account Balance upon Unifonic verifying that such funds have been received. 

6.9 If at the end of the Term the Balance of the Voice Account exceeds the Initial Balance and there are no Deductions to be made then Unifonic shall refund the Balance to the Customer. 

6.10