Customer Agreement

Master Services Agreement

Version 2.1 · Effective date: the day you click “I Accept” (Acceptance, below) · Last updated: October 29, 2026

Comarkco Inc. d/b/a RevRep

Last Updated: October 29, 2026

This Master Services Agreement (collectively with any attachments, addenda, or exhibits referenced herein and each Order Form (as defined below) that references this Master Services Agreement, this “Agreement”) is entered into by and between Comarkco Inc., a North Carolina corporation, d/b/a RevRep, with its principal place of business at 222 Central Park Ave, Ste. E 526, Pinehurst, NC 28374 (“RevRep”), and the entity or individual identified in the applicable Order Form or account registration (“Client” and together with RevRep, the “Parties” and each a “Party”).

ACCEPTANCE. THIS AGREEMENT TAKES EFFECT WHEN CLIENT CLICKS ON THE “I ACCEPT” BUTTON OR BY OTHERWISE USING THE SERVICES (THE “Effective Date”). BY CLICKING “I ACCEPT,” EXECUTING AN ORDER FORM THAT REFERENCES THIS AGREEMENT, OR ACCESSING OR USING THE SERVICES, CLIENT ACKNOWLEDGES THAT CLIENT HAS READ, UNDERSTANDS, AND AGREES TO BE BOUND BY THIS AGREEMENT. IF CLIENT IS ENTERING INTO THIS AGREEMENT ON BEHALF OF AN ENTITY, THE INDIVIDUAL ACCEPTING THIS AGREEMENT REPRESENTS AND WARRANTS THAT SUCH INDIVIDUAL HAS THE AUTHORITY TO BIND SUCH ENTITY TO THIS AGREEMENT. IF CLIENT DOES NOT AGREE TO THIS AGREEMENT, CLIENT SHALL NOT ACCESS OR USE THE SERVICES.

1. Scope of Services; Support

1.1 Services Generally. RevRep and Client have agreed to the specific solution(s) to be provided by RevRep to Client as set forth in one or more order forms accepted by the Parties (each, an “Order Form”). During the Term (as defined below) and subject to Client’s payment of the Fees (as defined below) and ongoing compliance with this Agreement, RevRep hereby grants to Client a limited, non-exclusive, non-transferable, and non-sublicensable right to access and use the software-as-a-service solution(s) provided by RevRep to Client as outlined in the applicable Order Form (“Services”) and related documentation provided to Client for the Services, including API and product overview documents (“Documentation”) solely for use by Authorized Users (as defined below) for Client’s benefit and internal business purposes and in accordance with the terms and conditions of this Agreement.

1.2 Updates. Client acknowledges and agrees that it is required to access and use the most current version of the Services, including all new or modified components thereof. Notwithstanding anything in this Agreement to the contrary, RevRep shall be entitled to alter, amend, vary, modify, enhance, create new versions of, or otherwise change, upgrade, update, or improve the Services or related features at any time, at its sole discretion, without liability to Client, provided any updates, changes, or improvements made hereunder shall not materially reduce or degrade the core functionality of the Services, except when such change is reasonably necessary to address security concerns, comply with Applicable Law (as defined below), accommodate changes with Third-Party Components (as defined below), or maintain the overall integrity of the Services. RevRep shall have no liability for, or any obligations due to, any changes in Client’s hardware, systems, or other software which may be necessary to use or access the Services due to new versions or updates provided by RevRep.

1.3 Change Order. Any change to the Services set forth in an applicable Order Form, including but not limited to a change in material scope, functionality, prioritization, schedule, or manner of providing the Services, shall be made by a document submitted by RevRep pursuant to a new Order Form and in accordance with this Section (“Change Order”). The Change Order shall identify the change, any impact thereof, and any applicable adjustments in the Fees. RevRep shall not be obligated to work under a proposed Change Order until the Parties agree to the Change Order in writing.

1.4 Pre-Release Products; Beta Services. If RevRep provides Client any software or services identified as evaluation software, pre-release, early access, “Beta Services” (as defined in the Order Form or on the Services), “alpha,” “beta,” or similar (“Early Adopter Offering”), then notwithstanding anything to the contrary herein, such software and services are provided “as is” and without any warranty, support, or service level commitment or liability of any kind, but are otherwise provided in accordance with and subject to the terms of this Agreement. RevRep may discontinue, add, suspend, remove access to, or otherwise change or limit Client’s use of any Early Adopter Offering or change the functionality of any Early Adopter Offering at any time and RevRep shall not be liable for any harm or damages related to any Early Adopter Offering. RevRep shall have no obligation to release any Early Adopter Offering commercially in any form.

1.5 Third-Party Products. Client understands and agrees that the Services may operate in combination with one or more products, software, or services operated by third parties (“Third-Party Components”). RevRep does not warrant, support, or assume any liability for Third-Party Components, and such components are provided on an “as-is” basis, subject to any separate terms or licenses required by the applicable third-party provider. Client acknowledges that RevRep’s obligations under this Agreement, including any representations, warranties, indemnities, liabilities, and service levels, shall not extend to Third-Party Components. Client’s use of any Third-Party Components is at Client’s sole risk, and any claims or issues arising from such use shall be directed to the applicable third-party provider.

1.6 Additional Services. RevRep may from time to time make additional services, products, or features available to Client (“Additional Services”), together with any service-specific terms and fees applicable thereto. Additional Services shall take effect for Client, and the applicable service-specific terms and Order Form shall become part of this Agreement, upon Client’s acceptance of such terms (including by click-through acceptance) or execution of the applicable Order Form.

2. Client Obligations

2.1 Accounts; Authorized Users. Client (or RevRep on Client’s behalf) may designate and provide access to the Services (“Accounts”) in accordance with its rights under this Agreement to its authorized employees, agents, or contractors (each an “Authorized User”). Client is solely responsible and liable for: (i) administering Accounts, to the extent under its control; (ii) protecting, and causing all Authorized Users to protect, Accounts and Account credentials; (iii) all activity on Accounts and the monitoring of such activity on Accounts by anyone other than RevRep; (iv) ensuring that all Authorized Users comply with this Agreement; and (v) the acts and omissions of the Authorized Users regardless of affiliation with Client, as if they were Client’s own acts and omissions, including any noncompliance with this Agreement or any terms of service as described in the applicable Order Form or contained within the Services by any Authorized User. Client agrees to immediately notify RevRep of any compromise or unauthorized use of which Client becomes aware. RevRep reserves the right to temporarily suspend the Accounts and/or passwords in the event of an actual or probable suspected security breach that poses a security threat to RevRep’s Services platform or other customers. Authorized Users are strictly prohibited from sharing their Accounts or Account passwords and their doing so is a material breach of this Agreement by Client.

2.2 Prohibited Uses. In addition to any prohibitions posted on the Services or otherwise provided to Client, Client shall not, and shall not permit any Authorized Users or third party to, directly or indirectly: (i) use the Services or Documentation in violation of Applicable Law; (ii) interfere with, disrupt, gain unauthorized access to, bypass, or breach any security device or protection relating to the Services; (iii) decompile, disassemble, reverse engineer, discover, or attempt to re-create the Services or Documentation or otherwise attempt to derive or gain access to the underlying source code or structure of the Services; (iv) provide RevRep any Client Content or Feedback (each as defined below) that is unlawful, defamatory, harassing, discriminatory, or infringing of third-party Intellectual Property Rights (as defined below); (v) transfer to the Services or otherwise use on the Services any code, exploit, or undisclosed feature that is designed to delete, disable, deactivate, interfere with, or otherwise harm or provide unauthorized access to the Services; (vi) use any robot, spider, data scraping, or extraction tool or similar mechanism with respect to the Services; (vii) use the Services or Documentation to develop a competing software product or service; (viii) encumber, sublicense, transfer, rent, lease, loan, sell, distribute, publish, or otherwise make the Services or Documentation available to any third-party, or use the Services on behalf of or for the benefit of any third-party; (ix) copy, distribute, manufacture, adapt, create derivative works of, translate, localize, port, or otherwise modify any aspect of the Services; (x) introduce into the Services any software containing a virus, worm, Trojan horse, or similarly harmful code; (xi) remove, modify, or alter any proprietary notices or labels from the Services or Documentation; (xii) use the Services in a manner that impersonates another for deceptive purposes or otherwise misrepresents the fact that a user is interacting with Artificial Intelligence (as defined below); or (xiii) use the Services to place calls to emergency services (911) or to numbers on applicable Do-Not-Call registries without a lawful basis. Client shall immediately notify RevRep of any violations of the foregoing and take all necessary steps to prevent or cease any such use(s).

2.3 Client Responsibility. Client is solely responsible for all access to and use of the Services and Documentation by Authorized Users and any third-party by or through any other means controlled by Client or any Authorized User, including any: (i) information, instructions, or materials provided by any of them to the Services or RevRep; (ii) the accuracy, content, and legality of Client Content; (iii) results obtained from any use of the Services or Documentation; and (iv) conclusions, decisions, or actions based on such use.

2.4 Client Technology. Client shall be solely responsible for obtaining and maintaining, at its own cost and expense, all third-party products, software licenses, data sources, and network connections required to access and use the Services. RevRep shall have no liability for any deficiencies, interruptions, or failures arising from Client’s third-party products or services.

2.5 Use of Artificial Intelligence.

i. AI Voice Agents; AI Features. Client acknowledges that the Services leverage Artificial Intelligence (as defined below) (including but not limited to language models, voice synthesis, natural language processing, and other modeling services) provided by RevRep and/or its licensors (“AI Features”). Use of these AI Features by Client is voluntary. Client acknowledges that RevRep may use Feedback (as defined below), Usage Data, and Client Content for the purposes of: (i) providing the Services to Client; (ii) testing, validating, and evaluating the performance of the Services, including for accuracy, improvement, error correction, and configuration of the Services; and (iii) improving its AI Features, including prompts, validation rules, voice models, conversation flows, and product design, and to apply such improvements to the Services as provided to Client and to other customers of RevRep. For purposes of this Agreement, “Artificial Intelligence” means any machine-based system that, for explicit or implicit objectives, infers, from the input it receives, how to generate outputs such as predictions, content, recommendations, or decisions that may influence physical or virtual environments.

ii. AI Outputs; Disclaimer. RevRep makes no covenants, representations, or warranties regarding any outputs generated, transmitted, or made available in connection with Client’s or any Authorized User’s use of AI Features, including any data, analyses, recommendations, call transcripts, conversation summaries, or other results derived therefrom (collectively, “AI Outputs”). Without limiting the foregoing, RevRep disclaims all representations and warranties with respect to the accuracy, quality, reliability, completeness, truthfulness, or fitness of AI Outputs for any particular purpose. Client acknowledges and agrees that, due to the nature of AI Features generally: (i) AI Outputs generated for Client may be similar or identical to outputs generated for other customers of RevRep; (ii) the same or substantially similar inputs may produce different AI Outputs from one use to the next; and (iii) AI Outputs may not be accurate, reliable, or suitable for Client’s particular requirements or intended use cases. Neither Client nor any Authorized User may represent that any AI Outputs were solely human generated. Client assumes all risk associated with its use of and reliance on AI Outputs and is solely and exclusively responsible for: (a) evaluating all AI Outputs for accuracy, completeness, suitability, and compliance with Applicable Law prior to use in any business process; (b) any and all business decisions made using, derived from, or informed by AI Outputs; (c) the issuance of all notices, disclosures, and statements required under Applicable Law; and (d) establishing and maintaining all policies, procedures, and internal governance frameworks necessary to oversee its use of the Services in compliance with Applicable Law. RevRep shall have no liability arising from Client’s or any Authorized User’s reliance on, use of, or decisions informed by any AI Output.

3. Data Security; Privacy and Data Processing

3.1 Usage Data. In connection with the Services provided under this Agreement, Client authorizes RevRep to generate, collect, use, analyze, and aggregate with other customer information certain operational, usage, and performance data generated or derived from Client’s and its Authorized Users’ use of the Services (“Usage Data”), including log data, call metadata, and system performance metrics, to (i) provide and secure the Services for the benefit of Client; (ii) analyze, maintain, develop, improve, promote, support, and operate its products and services; and (iii) create generic, anonymous, statistical, and/or benchmarking data, including to combine and aggregate with other customer information (provided that in relation to (ii) and (iii), RevRep’s use of such data shall not identify Client or an Authorized User, or contain any Client Content).

3.2 Data Protection and Security.

i. Compliance with Applicable Law. Each Party shall be responsible for maintaining data privacy and security policies and standards for their respective businesses and for employing commercially reasonable and appropriate security measures in accordance with Applicable Law and their data privacy and security policies, in each case as may be amended from time to time. RevRep will implement and maintain physical and electronic safeguards during the Term designed to prevent the unauthorized access to Client Content while in its custody or control.

ii. Security Incident Notification. RevRep shall promptly notify Client, and in any event within five (5) business days of discovery, of any security incident that results in unauthorized access to, or disclosure of, Client Content. In the event of such an incident, each of the Parties shall be responsible for their respective obligations and costs under applicable data breach notification laws.

3.3 Client-Directed Data Transfers. RevRep does not hold credentials for, connect to, or write data into any customer relationship management system or other software or system owned or controlled by Client. RevRep makes Client’s call data available to Client, and Client may retrieve such data directly or through a connection that Client establishes and controls within its own account, including through third-party services (each, a “Client Connection”). Client is solely responsible for any Client Connection and for the security, storage, use, and disclosure of any data after it is retrieved from the Services, and RevRep shall have no responsibility or liability for any data once it has been retrieved from the Services by Client or through any Client Connection.

4. Intellectual Property

4.1 Client Ownership. As between Client and RevRep, Client is and shall remain the sole and exclusive owner of all right, title, and interest in and to all data, documents, content, scripts, prompts, business information, customer lists, and other materials provided to RevRep or input into the Services by Client, or output from Client’s use of the Services, including AI Outputs, (“Client Content”) and Client’s Confidential Information (as defined below), including any registered and unregistered rights granted or applied for, including without limitation, any patent, copyright, trademark, trade secret, or other intellectual property rights, and all similar rights or forms of protection in any part of the world (“Intellectual Property Rights”) relating thereto, but in all cases excluding RevRep IP (as defined below) and subject to the license granted in this Section 4.1. Client hereby grants RevRep a royalty-free, fully paid, non-exclusive, transferable (in accordance with Section 11.4), and sublicensable right during the Term to process the Client Content and use Client’s Intellectual Property Rights and Client Confidential Information provided to RevRep to provide the Services. Except for the express rights granted herein, Client does not grant any other licenses or access, whether express or implied, or any ownership rights to the Client Content or its Intellectual Property Rights.

4.2 RevRep Ownership; Feedback. All worldwide right, title, and interest in and to the Services, AI Features, Documentation, Usage Data, and RevRep Confidential Information, together with any and all Intellectual Property Rights in and to any of the foregoing and all prompts, validation rules, voice models, conversation flows, schemas, configurations, and other engineering components of, or used to provide, the Services and including all modifications and enhancements to, and derivatives of the foregoing (all of the foregoing collectively, the “RevRep IP”), shall belong exclusively to RevRep. To the extent Client or any Authorized User provides any feedback, derivative works, improvements, modifications, enhancements, updates, manually changed values, or other information (“Feedback”) relating to the Services, such Feedback shall be considered the property of RevRep, and to the extent such ownership does not already vest in RevRep, Client hereby assigns, transfers, and conveys, irrevocably and perpetually, to RevRep all of its worldwide right, title, and interest in and to any and all rights in such Feedback to RevRep. Except for the express rights granted herein, RevRep does not grant any other licenses or access, whether express or implied, or any ownership rights to the Services, Documentation, Usage Data, Feedback, or its Intellectual Property Rights. All rights not expressly granted herein are reserved by RevRep, and no other licenses are granted herein by implication, estoppel, or otherwise.

5. Confidentiality

5.1 Confidential Information. As used herein, “Confidential Information” of a Party (“Disclosing Party”) means all financial, technical, or business information of the Disclosing Party that the Disclosing Party designates as confidential at the time of disclosure to the other Party (“Recipient”) or that a reasonable person would understand to be confidential based on the nature of the information or the circumstances surrounding its disclosure, in each case, in any form. Without limiting the foregoing: the RevRep IP, including the Services and Documentation, are RevRep’s Confidential Information, and the Client Content is Client’s Confidential Information. Confidential Information does not include any information that: (i) is or becomes generally known to the public without the Recipient’s or its representatives’ breach of any obligation owed to the Disclosing Party; (ii) the Recipient can document by written evidence was independently developed by the Recipient without any use of or reference to Confidential Information; (iii) is received from a third-party without breach of any obligation owed to the Disclosing Party; or (iv) is known to the Recipient at the earlier of the Effective Date or the time of disclosure without an obligation to keep it confidential.

5.2 Confidentiality Obligations. The Recipient agrees to protect Confidential Information using the same degree of care that the Recipient uses to protect its own Confidential Information (but in no event less than reasonable care). Except as expressly permitted in this Agreement, the Recipient shall not disclose Confidential Information of the Disclosing Party in any form to any third-party without the Disclosing Party’s prior written consent; provided the Recipient may disclose Confidential Information to its employees, directors, agents, attorneys, accountants, subcontractors, or other representatives who have a legitimate need to know and who are bound by obligations of confidentiality and non-use at least as protective as those in this Agreement. The Recipient shall not use the Disclosing Party’s Confidential Information except to perform its obligations or exercise its rights under this Agreement. Notwithstanding anything to the contrary, Client shall not make available or disclose any of RevRep’s Confidential Information to any competitor of RevRep without the prior written consent of RevRep. The obligations set forth in this Section shall survive the termination or expiration of this Agreement for so long as permitted by Applicable Law.

5.3 Restrictions on Use of Confidential Information. Notwithstanding the foregoing, the Recipient may disclose Confidential Information to the extent required by law, provided that the Recipient: (i) to the extent legally permitted, gives the Disclosing Party prior written notice of such disclosure so as to afford the Disclosing Party a reasonable opportunity to obtain a protective order; and (ii) uses reasonable efforts to limit disclosure and to obtain confidential treatment or a protective order.

6. Fees and Payment

6.1 Fees. Client shall pay all fees for the Services as specified in the applicable Order Form (“Fees”). All Fees are payable via credit card through RevRep’s third-party payment processor. Charges to Client’s payment card shall commence upon activation of Client’s Services outlined in the applicable Order Form and shall continue on a recurring basis thereafter. Monthly subscription Fees are charged in advance at the beginning of each billing period, and usage-based Fees (including per-minute charges and per-consent fees) are charged at the end of each billing period. Client may access billing history and receipts through RevRep’s payment processor or by request. All payment obligations are non-cancellable and, except as expressly provided in this Agreement, Fees are non-refundable and not subject to set-off. RevRep may, in its sole discretion, issue account credits (for example, following a service outage), but such credits shall not be redeemable for cash.

6.2 Failed Payments. RevRep’s payment processor will automatically retry failed charges in accordance with its standard procedures. If any amount remains unpaid for five (5) days after the original charge date, RevRep may suspend Client’s access to the Services, including pausing Client’s AI Agent. Access shall be restored promptly upon successful payment. If any amount remains unpaid for thirty (30) days after the original charge date, RevRep may treat Client’s account as terminated, and any Fees remaining in the Minimum Term (as defined in the applicable Order Form) shall become immediately due and payable. RevRep retains the right, in its sole discretion, to permanently deactivate Client’s access to the Services and terminate this Agreement without penalty for Client’s repeated failure to timely pay or maintain a successful payment method.

6.3 Taxes. Fees do not include taxes, levies, duties, or similar governmental assessments of any nature (“Taxes”). Client is responsible for paying all Taxes associated with its purchase of the Services, excluding Taxes based on RevRep’s net income.

6.4 Limited Use. Client’s use of the Services shall conform to the usage metrics stated on the Order Form, if any. Notwithstanding the foregoing, Early Adopter Offerings may be limited, metered, disabled, modified, or withdrawn by RevRep at any time. RevRep may, on reasonable request, verify Client’s proper use of the Services within the usage metrics during the Term.

6.5 Price Changes. RevRep may change the Fees for the Services upon sixty (60) days’ prior written notice to Client, with such change effective at the start of Client’s next billing period following expiration of the notice period. RevRep may discontinue or change any promotion, sale, or special offer in its sole discretion.

7. Term and Termination

7.1 Term. This Agreement commences on the Effective Date and continues until terminated in accordance with this Section 7 (“Term”). Each Order Form shall specify an initial minimum commitment period commencing upon activation of Services therein described (the “Minimum Term”) thereafter automatically renew on a month-to-month basis until terminated by either Party.

7.2 Termination. Either Party may terminate this Agreement for cause (i) upon written notice to the other Party of a material breach if such breach remains uncured after thirty (30) days from the date of the breaching Party’s receipt of such notice; (ii) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation, or assignment for the benefit of creditors that is not dismissed within sixty (60) days; (iii) immediately by RevRep if Client or an Authorized User violates Section 2.2 (Prohibited Uses); (iv) in the event Client acquires control of or otherwise comes under the control of any entity that provides the same or similar goods and services to those provided by RevRep; or (v) due to changes in Applicable Law that result in this Agreement or the Services being in violation of law or unenforceable. Non-payment of Fees by Client for thirty (30) days shall be considered a material breach.

7.3 Termination for Convenience by Client. Following expiration of the Minimum Term, Client may terminate this Agreement for convenience at any time by providing notice to RevRep prior to Client’s next monthly billing date. If Client terminates for convenience during the Minimum Term, all Fees for the remainder of the Minimum Term shall become immediately due and payable; provided that RevRep may, in its sole discretion, waive all or a portion of such accelerated Fees. Upon termination for convenience, the Services shall continue through the end of the billing period for which Client has paid, and Client’s final bill shall include any usage-based Fees incurred through the termination date.

7.4 Effect of Termination and Survival. Upon termination of this Agreement and/or an Order Form: (i) Client shall have no further right, access, or license to use the Services related to such Order Form and Client shall immediately cease all use of such Services; (ii) Client shall promptly return or destroy all RevRep Confidential Information and, upon written request, certify its compliance within ten (10) days; and (iii) RevRep shall delete all Client Content within sixty (60) days of termination, provided that RevRep shall be permitted to retain any Client Content to the extent required or permitted by Applicable Law; provided, further, that records retention obligations under any applicable Order Form terms shall survive termination as specified therein. Client is solely responsible for retrieving any Client Content through export or download prior to expiration or termination of the applicable Order Form. The following Sections shall survive termination: Section 2 (Client Obligations), Section 3.1 (Usage Data) Section 4 (Intellectual Property), Section 5 (Confidentiality), Section 6 (Fees and Payment) for any Fees due and payable at the time of termination, Section 7.4 (Effect of Termination and Survival), Section 8.4 (Disclaimers), Section 9 (Indemnification), Section 10 (Limitation of Liability), and Section 11 (General). Termination or expiration shall not limit or affect a Party’s rights or liability for obligations accrued as of or prior to such termination or for any breach of this Agreement.

8. Warranties and Disclaimer

8.1 Mutual Representations and Warranties. Each Party represents and warrants to the other Party that: (i) it is duly organized, validly existing, and in good standing as a corporation, partnership, sole proprietorship, or other entity under the laws of the jurisdiction of its incorporation or other organization; (ii) it has the full right, power, and authority to enter into and perform its obligations and grant the rights, licenses, consents, and authorizations it grants or is required to grant under this Agreement; (iii) the execution of this Agreement by its representative has been duly authorized by all necessary corporate or organizational action; and (iv) when executed and delivered by both Parties, this Agreement and the Order Form shall constitute the legal, valid, and binding obligation of such Party, enforceable against such Party in accordance with its terms.

8.2 Client Warranties. Client represents and warrants that: (i) it shall comply with all federal, state, and local laws, rules, and regulations applicable to its business and its use of the Services and any AI Outputs, including without limitation all applicable telecommunications, consumer protection, data privacy, and other laws and regulations (collectively, “Applicable Law”); (ii) it maintains appropriate technical and organizational safeguards to protect the Services and any RevRep Confidential Information it possesses; (iii) it owns or has the necessary rights and consents in and relating to the Client Content so that, as received by RevRep and processed in accordance with this Agreement, they do not and shall not infringe any Intellectual Property Rights or privacy rights of any third-party or violate any Applicable Law; (iv) it shall not use the Services for any unauthorized or illegal purposes; and (v) it shall provide all required disclosures and obtain all necessary consents, authorizations, licenses, and/or other permissions required to disclose, transfer, and use Client Content provided to RevRep in connection with this Agreement.

8.3 Limited Warranty. RevRep warrants that during the Term, the Services shall perform materially in accordance with the Documentation as long as the Services are properly accessed and used by Client and Authorized Users in accordance with such Documentation and this Agreement. Client’s sole remedy, and RevRep’s sole responsibility and liability, for a breach of the foregoing warranty shall be for RevRep to take reasonable measures to repair such non-conformity.

8.4 Disclaimers. EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE SERVICES INCLUDING ALL SERVER AND NETWORK COMPONENTS, AI OUTPUTS, REVREP CONFIDENTIAL INFORMATION, MATERIALS, AND ANY INFORMATION OR ADVICE OBTAINED BY CLIENT THROUGH THE SERVICES, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES OF ANY KIND TO THE FULLEST EXTENT PERMITTED BY LAW, AND REVREP AND ITS THIRD PARTY SUPPLIERS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, REVREP DOES NOT WARRANT THAT THE SERVICES OR REVREP CONFIDENTIAL INFORMATION SHALL MEET CLIENT REQUIREMENTS OR GUARANTEE ANY RESULTS, OR THAT OPERATION OF THE SERVICES SHALL BE UNINTERRUPTED OR ERROR FREE. REVREP DOES NOT WARRANT THAT THE SERVICES WILL PERFORM FLAWLESSLY IN ALL SCENARIOS. THE SERVICES AND ANY OUTPUTS THEREIN DO NOT CONSTITUTE LEGAL, FINANCIAL, REGULATORY, OR OTHER PROFESSIONAL ADVICE. CLIENT RETAINS SOLE AUTHORITY OVER AND RESPONSIBILITY FOR ALL DECISIONS MADE IN RELIANCE ON OR DERIVED FROM ITS USE OF THE SERVICES AND AI OUTPUTS. CLIENT ACKNOWLEDGES THAT REVREP IS NOT, AND SHALL NOT BE DEEMED TO BE, A TELEMARKETER, CALL INITIATOR, LEGAL ADVISOR, COMPLIANCE ADVISOR, OR REGULATORY AGENT, AND NOTHING IN THIS AGREEMENT SHALL BE CONSTRUED TO CREATE ANY SUCH RELATIONSHIP. REVREP IS NOT RESPONSIBLE OR LIABLE FOR ANY THIRD PARTY SERVICES, CLIENT CONTENT, OR ANY THIRD PARTY CONTENT OR MATERIALS.

9. Indemnification

9.1 Indemnification by Client. Client shall indemnify, defend, and hold harmless RevRep, its affiliates, and its and their officers, directors, employees, independent contractors, and agents against any damages, liabilities, claims, actions, judgments, interest, awards, penalties, or fines, including reasonable attorneys’ fees, finally awarded and reasonably incurred, from a third-party’s claim arising from or in connection with: (i) infringement or violation of any Intellectual Property Rights or privacy rights of a third-party; (ii) Client’s or Authorized User’s violation of Applicable Law; (iii) Client Content; (iv) Client’s gross negligence, willful misconduct, or noncompliance with this Agreement, including without limitation the Order Form; (v) acts, omissions, and activities of Authorized Users; (vi) Client’s or any Authorized User’s use of, reliance on, or distribution of AI Outputs; or (vii) any decision, action, or omission by Client or any Authorized User made in reliance on AI Outputs. Additional product-specific indemnification obligations may be set forth in the applicable Order Form terms and are incorporated herein by reference, but in no way supersede these indemnification obligations.

9.2 Indemnification by RevRep. RevRep shall indemnify, defend, and hold Client, its affiliates, and its and its affiliates’ officers, directors, employees, independent contractors, and agents harmless from any damages, liabilities, claims, actions, judgments, interest, awards, penalties, or fines, including reasonable attorneys’ fees, finally awarded and reasonably incurred, from an unaffiliated third-party’s claim arising from or in connection with the Services’ infringement or misappropriation of such third-party’s Intellectual Property Rights in Client’s or an Authorized User’s use of the Services in compliance with this Agreement. If use of a Service by Client has become, or, in RevRep’s opinion, is likely to become, the subject of any infringement claim, RevRep may, at its option and expense, (a) procure for Client the right to continue using the Services; (b) replace or modify the Services to make it non-infringing; or (c) if options (a) or (b) are not commercially reasonable, terminate this Agreement and repay, on a pro-rata basis, any Fees previously paid for the corresponding unused portion of the Term. RevRep shall have no liability under this Section if such claim is caused by (x) any use of the Services in non-conformity with the Documentation or in violation of this Agreement; (y) modification of the Services by anyone other than RevRep; or (z) the combination or use of the Services with other hardware or software where the Services would not otherwise be infringing. This Section states the sole, exclusive, and entire liability of RevRep to Client with respect to an infringement claim.

9.3 Indemnification Conditions and Procedures. The obligations of the indemnifying Party in this Section 9 are conditioned upon the indemnified Party (i) promptly notifying the indemnifying Party of the threat or notice of such claim (provided that a delay shall excuse indemnification only to the extent such delay impairs the defense); (ii) giving the indemnifying Party sole and exclusive control to select defense attorneys and defend and/or settle any such claim (however, the indemnifying Party may not settle any claim that results in liability or admission of liability by the indemnified Party without prior written consent); and (iii) cooperating with the indemnifying Party, at the indemnifying Party’s expense, in connection with the defense and/or settlement.

10. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT, NEGLIGENCE, OR OTHERWISE) SHALL REVREP, ITS AFFILIATES, AND ITS AND ITS AFFILIATES’ OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, SUPPLIERS, OR LICENSORS BE LIABLE TO CLIENT FOR ANY LOST PROFITS, LOST SALES OR BUSINESS, LOST DATA, BUSINESS INTERRUPTION, LOSS OF GOODWILL, COSTS OF COVER OR REPLACEMENT, OR FOR ANY TYPE OF INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE LOSS OR DAMAGES, REGARDLESS OF WHETHER REVREP HAS BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, REVREP’S TOTAL, AGGREGATE LIABILITY ARISING OUT OF THIS AGREEMENT SHALL NOT EXCEED THE FEES PAID BY CLIENT UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATIONS SHALL APPLY WHETHER AN ACTION IS IN CONTRACT, TORT, OR PRODUCTS LIABILITY AND REGARDLESS OF THE THEORY OF LIABILITY. THE PARTIES AGREE THAT THE ESSENTIAL PURPOSE OF THIS SECTION 10 IS TO ALLOCATE THE RISKS UNDER THIS AGREEMENT AND LIMIT POTENTIAL LIABILITY GIVEN THE FEES, WHICH WOULD HAVE BEEN SUBSTANTIALLY HIGHER IF REVREP WERE TO ASSUME ANY FURTHER LIABILITY. REVREP HAS RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO PROVIDE CLIENT WITH THE RIGHTS TO ACCESS AND USE THE SERVICES.

11. General

11.1 Relationship of the Parties. The Parties are independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the Parties, and neither Party shall have authority to contract for or bind the other Party in any manner whatsoever.

11.2 Publicity. Neither Party shall issue any announcement, statement, press release, or marketing materials relating to this Agreement or use the other Party’s trademarks or logos, without the prior written consent of the other Party unless otherwise expressly permitted under this Agreement. RevRep may use Client’s name and logo to publicly identify Client as a RevRep customer unless and until Client notifies RevRep in writing that it objects to such use.

11.3 Export Control. Client shall not, nor permit any other party to, export, re-export, or release, directly or indirectly, the Services to any country, jurisdiction, or Party prohibited by Applicable Law or without obtaining any necessary export license or other governmental approval.

11.4 Assignment. Client may not assign this Agreement without the prior written consent of RevRep, and Client is prohibited whatsoever from assigning this Agreement to any competitor of RevRep. RevRep may assign this Agreement, without Client’s consent, in whole or in part, including to an affiliate or to a successor in connection with a merger, acquisition, sale of all or substantially all of its assets or stock, change of control, reincorporation, statutory conversion, relocation, or by operation of law. Any purported assignment in violation of this Section is void.

11.5 Subcontractors. RevRep may use third-party subcontractors to provide the Services. RevRep shall be responsible for the acts and omissions of its third-party subcontractors to the same extent as it would be responsible for its own acts and omissions.

11.6 Force Majeure. In no event shall either Party be liable to the other Party or be deemed to have breached this Agreement for any failure or delay in performing under this Agreement (except for any payment obligation), to the extent such failure or delay is caused by any circumstances beyond such Party’s reasonable control (a “Force Majeure Event”), including without limitation acts of God, pandemic, epidemic, flood, fire, earthquake, explosion, war, terrorism, change of Applicable Law, power, internet, or telecommunications failure.

11.7 Governing Law; Dispute Resolution. All claims and disputes arising from or relating to this Agreement (other than for disputes related to Intellectual Property Rights or confidentiality obligations), including arbitrability, that cannot be resolved following good faith discussions within thirty (30) days after notice of a dispute shall be resolved by binding arbitration. This Agreement shall be governed by the substantive laws of the State of Colorado, without regard to its conflict of laws principles, and arbitration shall be administered in Denver, Colorado under the then prevailing Comprehensive Arbitration Rules and Procedures administered by JAMS. Each Party will be responsible for its own incurred expenses. Notwithstanding the foregoing, each Party shall have the right to institute an action in the State and Federal Courts located in Denver, Colorado with respect to Section 4 (Intellectual Property) and Section 5 (Confidentiality). EACH PARTY HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL RIGHTS TO TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTER-CLAIM RELATING TO THIS AGREEMENT. ADDITIONALLY, EACH PARTY HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL RIGHTS TO, AND REPRESENTS AND WARRANTS THAT IT WILL NOT SEEK TO JOIN, A CLASS ACTION OR MASS ARBITRATION ACTION.

11.8 Equitable Remedies. Each Party agrees that a breach or threatened breach of Section 2.2 (Prohibited Uses), Section 4 (Intellectual Property), or Section 5 (Confidentiality) would cause the other Party irreparable harm for which monetary damages shall not be an adequate remedy and that, in the event of such breach or threatened breach, the other Party shall be entitled to seek equitable relief, including an injunction, specific performance, and any other relief that may be available from any court of competent jurisdiction, without any requirement to post a bond or prove actual damages.

11.9 Notices. All legal notices related to this Agreement shall be sent in writing to the addresses set forth in the Order Form or by personal delivery or internationally recognized overnight delivery service. All other notices may be delivered by the same means or via electronic mail, and if sent via email, shall be deemed delivered only upon confirmed receipt. Notices to RevRep shall be sent to legal@revrep.ai with a copy to Comarkco Inc. d/b/a RevRep, Attn: Legal Department, 222 Central Park Ave, Ste. E 526, Pinehurst, NC 28374. All notices shall be deemed to have been given immediately upon delivery by electronic mail; or, if otherwise delivered, upon the earlier of receipt or two (2) business days after being deposited in the mail or with a courier.

11.10 No Third-Party Beneficiaries. This Agreement is for the sole benefit of the Parties hereto and their respective permitted successors and permitted assigns and nothing herein, express or implied, confers on any other party any legal or equitable right, benefit, or remedy of any nature whatsoever under this Agreement.

11.11 Severability. If any provision of this Agreement is found to be invalid or otherwise unenforceable, the Agreement shall remain fully effective and the Parties shall be bound by obligations that approximate, as closely as possible, the effect of the provision found invalid or unenforceable.

11.12 Entire Agreement; Waiver; Amendments; Order of Precedence. This Agreement, together with any Order Forms, amendments, schedules, URLs, appendixes, and exhibits hereto, constitutes the entire agreement, and supersedes all prior agreements, between RevRep and Client regarding the subject matter hereof. Without limiting the foregoing, RevRep rejects any additional or conflicting terms in purchase orders or other purchase documents. RevRep may modify this Agreement from time to time by posting updated terms at revrep.ai/terms and providing Client with thirty (30) days’ prior notice. Client’s continued use of the Services after the effective date of any modification constitutes acceptance of the modified terms. If Client does not agree to the modified terms, Client’s sole remedy is to terminate this Agreement prior to the effective date of the modification. In the event of any conflict or inconsistency between the documents that comprise this Agreement, the following order of precedence shall apply: (1) any applicable Order Form Terms; (2) any applicable Order Form; (3) this Master Services Agreement; and (4) any other terms published on RevRep’s website or contained within the Services.

11.13 Electronic Execution. This Agreement may be accepted electronically, including by click-through acceptance, electronic signature, or execution of an Order Form that references this Agreement. Electronic acceptance shall be legally binding and have the same effect as handwritten signatures.

RevRep AI Voice Agent Order Form and Service-Specific Terms

Version 2.1 · Attached to and made part of the Master Services Agreement · Effective date: the day you click “I Accept” (Part A, 3.4)

(attached to and made part of the RevRep Master Services Agreement)

PART A: ORDER FORM

1. General Terms

2. Services and Fees

All usage charges are charged at month-end based on actual usage.

3. Additional Terms

3.1 This Order Form is governed by and subject to the terms of the Master Services Agreement between RevRep and Client (the “MSA”). Capitalized terms used but not defined herein have the meanings given in the MSA.

3.2 Billing and Payment.

(a) Payment Method. All Fees shall be paid by credit card through Stripe. Client shall provide valid credit card information at checkout and authorizes RevRep (via Stripe) to charge such card for all Fees due under this Order Form. Client shall maintain a valid payment method on file at all times during the Term. No other payment methods (including wire transfer, ACH, check, or invoice) are accepted.

(b) Billing Commencement. Billing shall commence on the date Client’s AI agent is activated and goes live (the “Service Activation Date”). No Fees shall be charged prior to the Service Activation Date.

(c) Billing Cycle. The monthly subscription Fee shall be charged automatically on the Service Activation Date and on the same day of each subsequent month. Usage charges (including per-minute fees and overage fees) shall be calculated and charged at the end of each monthly billing period based on actual usage during that period. All Fees are charged automatically to Client’s payment method on file each month through Stripe, and Client is not required to make any manual payment. Client may access receipts and billing history through the Client portal or Stripe.

(d) Minimum Commitment Period. The initial term of this Order Form shall be three (3) months from the Service Activation Date (the “Minimum Commitment Period”). Following the Minimum Commitment Period, this Order Form shall automatically continue on a month-to-month basis until terminated by either Party in accordance with this Section 3.2.

(e) Cancellation. After the Minimum Commitment Period, Client may cancel this Order Form at any time by providing notice through the Client portal or by contacting RevRep prior to Client’s next monthly billing date. Upon cancellation, the Services shall continue through the end of the monthly period for which Client has already been charged, and Client’s final bill shall include any usage charges accrued through the end of such period. No partial-month refunds shall be issued for the subscription Fee.

(f) Early Cancellation Fee. If Client cancels this Order Form during the Minimum Commitment Period, Client shall pay, as an early cancellation fee, the remaining monthly subscription Fees that would have been due for the balance of the Minimum Commitment Period. Such early cancellation fee shall be charged to Client’s payment method on file at the time of cancellation. RevRep may, in its sole discretion, waive or reduce the early cancellation fee.

(g) Failed Payments. If any charge to Client’s payment method fails, Stripe shall automatically retry the charge in accordance with its standard retry schedule. If payment remains unsuccessful for five (5) days after the original charge date, RevRep shall suspend Client’s access to the Services (“Payment Suspension”). Access shall be restored promptly upon successful payment of all outstanding amounts. If payment remains unsuccessful for thirty (30) days after the original charge date, RevRep may treat Client’s account as canceled, in which case: (i) all outstanding Fees, including any remaining Fees for the Minimum Commitment Period, shall become immediately due; and (ii) RevRep may charge such amounts to Client’s payment method on file or pursue collection by other lawful means.

(h) Refunds and Credits. Fees are non-refundable. RevRep does not provide refunds for partial months of service or for minutes or other usage already consumed. Notwithstanding the foregoing, RevRep may, in its sole discretion, issue account credits to Client (for example, following a service outage or as a customer goodwill gesture). Any such credits shall be applied to future charges and shall have no cash value.

(i) Fee Changes. RevRep may change the Fees for the Services upon at least sixty (60) days’ prior written notice to Client (via email to Client’s registered email address or through the Client portal). Any Fee change shall take effect at the start of the next monthly billing period following the expiration of such notice period. If Client does not agree to a Fee change, Client’s sole remedy shall be to cancel this Order Form prior to the effective date of the Fee change; Client’s continued use of the Services after the effective date of a Fee change shall constitute acceptance of the new Fees.

(j) Call Recording Retention. If call recording is enabled, RevRep shall retain call audio recordings for ninety (90) days and call transcripts and call summaries for three hundred sixty-five (365) days, in each case from the date of the applicable call, after which they shall be deleted. All recordings, transcripts, and call summaries shall be deleted within sixty (60) days following termination or expiration of this Order Form, except to the extent retention is required by Applicable Law.

3.3 The Service-Specific Terms attached hereto as Part B (the “Order Form Terms”) are incorporated into this Order Form and the MSA by reference. In the event of any conflict between the Order Form Terms and the MSA, the Order Form Terms shall prevail with respect to the Services described in this Order Form.

3.4 Acceptance. BY CLICKING “I ACCEPT” OR EXECUTING THIS ORDER FORM, CLIENT ACKNOWLEDGES THAT IT HAS READ AND AGREES TO BE BOUND BY THIS ORDER FORM, THE ORDER FORM TERMS (PART B), AND THE MSA.

PART B: SERVICE-SPECIFIC TERMS

The following Service-Specific Terms (these “Order Form Terms”) supplement the Master Services Agreement and apply to Client’s use of RevRep’s Front Desk Services (as defined below).

1. Description of AI Voice Agent Services

1.1 Front Desk Acknowledgment. Client acknowledges and agrees that: (i) the Front Desk Services (as defined herein) handle inbound calls initiated by third parties calling Client’s business; (ii) Client is responsible for ensuring that any recording disclosures, AI disclosures, or other notices required by Applicable Law are properly configured within the AI Voice Agent; (iii) RevRep does not control the content or nature of incoming calls; and (iv) Client is solely responsible for the accuracy of any information provided by the AI Voice Agent to callers, including business hours, pricing, service descriptions, and appointment availability.

1.2 Front Desk Services. RevRep’s Front Desk Services enable Client to deploy AI-powered voice agents that generate auditory, voice-synthesis outputs (“AI Voice Agent”) to receive and handle incoming telephone calls on Client’s behalf. The Front Desk Services include: (i) AI Voice Agent configuration and deployment for inbound call handling; (ii) call answering, routing, and appointment scheduling capabilities; (iii) call recording and transcription (if enabled); (iv) integration with Client’s calendar (where supported); (v) reporting and analytics dashboards; and (vi) text message notifications regarding calls sent to Client and to individuals within Client’s business designated by Client (“Designated Recipients”) (if enabled) (the “Front Desk Services” or “AI Voice Agent Services”). For the avoidance of doubt, the Front Desk Services do not send text messages to Client’s prospects, customers, or other third parties and are intended for internal use only. The Front Desk Services include up to 1,000 inbound minutes per month; usage exceeding 1,000 minutes shall be billed as overage at the rate specified in the Order Form. Client represents and warrants that it has the authority to provide RevRep with the telephone number of each Designated Recipient and to have text message notifications sent to each Designated Recipient.

2. Call Recording and Monitoring

2.1 Recording Notices and Consents. If Client enables call recording features within the Front Desk Services, Client shall: (i) determine whether one-party or all-party consent is required under the laws of the jurisdiction(s) in which calls are received; (ii) obtain all necessary consents for call recording in accordance with Applicable Law; and (iii) configure the AI Voice Agent to provide an appropriate recording disclosure at the beginning of each call.

2.2 Disclosure Configuration. RevRep provides configurable disclosure scripts that Client may customize within the platform. Client is solely responsible for ensuring that the content and timing of any recording disclosure comply with Applicable Law.

2.3 Retention Period. Call recordings shall be retained in accordance with the Order Form. Client may request deletion of recordings upon expiration of the applicable retention period.

3. AI Disclosure Requirements

3.1 Disclosure Obligation. Client acknowledges and agrees that AI Voice Agents deployed using the Front Desk Services must disclose to the called party, at the beginning of each call, that the called party is speaking with an AI-powered system and not a human. Client shall configure the AI Voice Agent’s disclosure script to include a clear, conspicuous, and unambiguous statement identifying the speaker as an AI agent. Client acknowledges that certain states have enacted or may enact laws specifically addressing AI disclosure in telephone communications, including without limitation California, Colorado, and Utah. Client is solely responsible for identifying and complying with all AI disclosure requirements under Applicable Law. RevRep’s platform may provide configurable disclosure features, but Client is solely responsible for ensuring the content and timing of disclosures comply with Applicable Law.