Last Updated: Apr 26, 2026
NOTE: THESE TERMS CONTAIN A DISPUTE RESOLUTION AND ARBITRATION PROVISION, INCLUDING A MASS ARBITRATION PROVISION, CLASS ACTION WAIVER, AND JURY TRIAL WAIVER THAT AFFECTS YOUR RIGHTS. YOU MAY OPT OUT OF BINDING INDIVIDUAL ARBITRATION AND THE CLASS ACTION WAIVER AS PROVIDED IN SECTION 16 BELOW.
Hummingbird Ventures LLC, DBA Vallo ("Vallo," "we," or "us") operates a hosted AI-powered voice agent platform (the "Service") that enables small and medium-sized businesses to deploy AI voice agents for call handling, transcription, and related communications. These Terms of Use ("Terms") govern your access to and use of the Service.
By accessing or using the Service, you ("Subscriber" or "you") agree to be bound by these Terms, our Privacy Notice, and our Data Processing Addendum ("DPA"), each incorporated herein by reference. Where the option is available, you may accept these Terms by clicking to accept, signing electronically, or by simply accessing or using the Service. Acceptance of these Terms is required for use of the Service, and any use of the Service constitutes your acceptance.
If you are using the Service on behalf of a company or other entity, you represent and warrant that you are authorized to bind that entity to these Terms.
The Service is intended only for users at least 18 years of age who can form legally binding agreements under applicable law. If you do not agree to these Terms, you are not authorized to use the Service.
We may update these Terms from time to time with advance notice posted on our Site or via email. Continued use of the Service after changes are posted constitutes acceptance of the revised Terms.
Vallo provides AI-powered voice agent services for SMB customers in non-regulated industries. The Service includes: (i) an AI voice agent to answer calls and handle interactions on your behalf (the "AI Agent"); (ii) a dashboard and application integrated with your existing systems (the "Application"); and (iii) our website and online channels (the "Site") (collectively, the "Service"). Specific plan details are available at govallo.ai/pricing.
Vallo grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Service solely for your internal business purposes, in accordance with these Terms and applicable documentation.
The Service creates audio recordings of calls between your callers and the AI Agent ("Recordings") and generates transcripts of such Recordings ("Transcripts"). Recordings and Transcripts are posted to your account and available on your Dashboard.
Call recording and monitoring practices are subject to various federal, state, local, and international laws. Vallo will provide courtesy template notices to inform your callers that their call is being recorded, so that the caller can consent by continuing the call or withhold consent by ending the call. You decide through your account settings whether and how to implement such templates and, if used, the contents thereof. You are solely responsible for your use of the Recordings and Transcripts features in compliance with all applicable laws, and you agree that Vallo shall have no liability whatsoever to you, your callers, or any other party related to Recordings or Transcripts generated from calls with your callers. You agree that Vallo creates Recordings and Transcripts as part of providing the Service to you and that you are ultimately responsible for such Recordings and Transcripts being created and for all use thereof.
Vallo may offer features that allow your AI Agent to send SMS messages to callers' wireless phone numbers ("SMS Features"). Subscribers can configure the SMS Features to send transactional or promotional messages, or to embed an SMS widget on their website. Subscriber is solely responsible for all SMS messages and links sent through the SMS Features, including all legal compliance obligations.
The Service provides functionality permitting you to obtain caller consent and to honor opt-outs as you determine to be legally required. Vallo may provide template messages for consent collection, but Subscriber is solely responsible for configuring and using those templates. Vallo will log caller consents and opt-outs through the Service. Subscriber agrees it is solely responsible for maintaining a current list of caller consents and opt-outs. Subscriber agrees that Vallo shall have no liability whatsoever to Subscriber, callers, or any other party related to the SMS Features or Subscriber's compliance with applicable law.
Vallo provides AI functionality through artificial intelligence, machine learning, or similar technologies ("AI Technology") made available within AI-enabled features of the Service ("AI Features"). Your callers interact with the Service through the AI Agent via their conversation ("Inputs"), and the AI Agent returns generated responses based on those Inputs and the data used to train the AI Features ("Outputs").
Vallo makes no representations as to Outputs, including without limitation legality, distinctiveness, accuracy, completeness, or fitness for any purpose. It is your responsibility to evaluate Outputs and confirm they are appropriate for your callers and your business.
You acknowledge and agree that, due to the nature of AI and machine learning:
The AI Features are developed using industry-licensed data and further customized to your business by training on data from your website, online channels, and other data you provide ("Your Business Data"), as well as your Recordings and Transcripts. You may also provide access to customer relationship management data ("CRM Data") to enhance the Service.
You hereby grant Vallo a perpetual, worldwide, non-exclusive, transferable, sublicensable, royalty-free right to access, collect, scrape, process, and create derivatives of Your Business Data, CRM Data, Recordings, and Transcripts (collectively, "Your Data") for the purpose of providing you the Service and for Vallo's own internal business purposes, including developing, training, or enhancing AI or machine learning models that are part of the Service. You authorize Vallo to access your information systems as needed to exercise this license and to generate or process derivative data, deidentified data, or anonymous data for any lawful purpose. Vallo reserves the right to use anonymized data for any lawful purpose without restriction.
As between you and Vallo, and to the extent permitted by applicable law, all Inputs and Outputs arising from your callers' interactions with the Service are Your Data. Vallo hereby assigns to you all of its right, title, and interest, if any, in and to such Inputs and Outputs. You are solely responsible for the accuracy, legality, completeness, and results of such Inputs and Outputs, including ensuring they do not violate applicable law or these Terms. Vallo reserves the right to access and process Inputs and Outputs for its internal business, legal, or compliance purposes or as described in our Privacy Notice.
Under no circumstances will Vallo be liable to you or any third party for any data or content viewed, copied, distributed, or created as Outputs, including any errors, omissions, or damages arising from the use of or access to any AI Feature.
You may configure the Service to collect payment information from callers. You are solely responsible for collecting all required authorizations from your callers to receive or charge their payment information through the Service. Vallo is not a bank, payment institution, or money services business and does not collect or process payment information directly. Vallo uses your designated payment processor on your behalf and never has possession of or access to payment information. You are solely responsible for ensuring that your payment processor maintains payment information securely in accordance with applicable law. Your use of payment features is also subject to your payment processor's terms and conditions.
The Service is not designed for processing the following categories of information (each, "Prohibited Data"):
You agree not to provide Vallo with any Prohibited Data. If you breach this obligation, you are responsible for all resulting damages, even if caused by Vallo.
In addition to the Warranty Disclaimer in Section 13, you understand and agree that the responses provided by the AI Features may contain errors, omissions, or misunderstandings. Vallo does not review Outputs for accuracy, bias, or intellectual property clearance, and does not warrant that any AI Feature will meet your needs or that errors or defects will be corrected. You accept full responsibility for all decisions you or any user makes as a result of using the AI Features.
4.1 By selecting a paid plan, you agree to pay Vallo's then-current subscription fees as listed on our pricing page. Fees are charged on the day you subscribe and are non-refundable. You authorize Vallo or its payment service providers to process and store your payment information. You represent and warrant that your payment information is correct and accurate and that you are authorized to use the payment method provided.
AUTOMATIC RENEWAL: Vallo WILL AUTOMATICALLY RENEW YOUR SUBSCRIPTION ON EACH MONTHLY OR YEARLY ANNIVERSARY DATE AND CHARGE YOUR PAYMENT METHOD FOR THE APPLICABLE FEE PLUS ANY APPLICABLE TAXES, UNLESS YOU CANCEL BEFORE THE RENEWAL DATE.
CANCELLATION: YOU MAY CANCEL AT ANY TIME BY FOLLOWING THE INSTRUCTIONS AT https://app.govallo.ai/dashboard/billing. YOU WILL NOT RECEIVE A PRO-RATED REFUND FOR ANY UNUSED PORTION OF YOUR CURRENT TERM. YOUR ACCESS WILL CONTINUE UNTIL THE END OF THE PAID TERM.
4.2 Vallo may change fees at any time with at least thirty (30) days' prior notice. If you do not cancel within that 30-day period, your subscription will renew at the new price.
4.3 Additional carrier fees may apply for SMS/MMS messages or calls to/from certain carriers or geographies. Vallo reserves the right to pass these costs to you.
4.4 If any payment is not received within thirty (30) days of the due date, Vallo may charge a late fee and assess interest at 1.5% per month (18% per year), or the maximum rate permitted by law, whichever is lower, from the due date until paid.
5.1 Service License. Subject to these Terms, Vallo grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes.
5.2 Ownership. Vallo retains all right, title, and interest in the Service, including all intellectual property rights. No rights are granted except as expressly stated herein. The Service is licensed to you, not sold.
5.3 Your Service Data. You own your Service Data. You grant Vallo a non-exclusive, perpetual, irrevocable license to use Service Data in aggregated and anonymized form for internal business and service improvement purposes.
5.4 Feedback. If you provide suggestions, comments, ideas, or other feedback about the Service ("Feedback"), you grant Vallo all rights, title, and interest in and to that Feedback, including a royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual license to use and incorporate the Feedback into the Service or for any other purpose.
5.5 Copyright Complaints. If you believe content on the Service infringes your copyright, please contact legal@govallo.ai with: your signature; identification of the copyrighted work; identification of the infringing material; your contact information; a good-faith belief statement; and a statement of accuracy under penalty of perjury.
6.1 You own your Service Data, which is maintained per our Privacy Notice at https://govallo.ai/privacy. "Service Data" means data processed through the Service on your behalf, including Caller ID information (where available), call recordings, transcriptions, and text messages.
6.2 You represent and warrant that you have all rights, permissions, and consents required by applicable law to provide Service Data to Vallo and to authorize Vallo to process it in accordance with these Terms and the DPA.
6.3 You and Vallo agree to comply with the Vallo Data Processing Addendum, incorporated herein by reference.
6.4 Your Privacy Practices. You are solely responsible for your privacy practices with respect to all data made available through the Service related to your account and your callers. You agree to: (i) provide all notices and obtain all consents from callers as required by applicable law, including for recording, transcription, SMS, and AI features; (ii) only use the Service to interact with callers who are at least 16 years old; (iii) ensure the accuracy and lawful collection and use of any data, including personal data, provided to Vallo; (iv) if using SMS features, configure your settings to give notice, obtain consent, and respond to opt-out requests as required by applicable law; (v) use commercially reasonable efforts to prevent unauthorized access to the Service and notify Vallo promptly of any unauthorized access; and (vi) use the Service only in accordance with these Terms and applicable laws.
7.1 You agree you will not, and will not permit any authorized user to:
7.2 All prohibited activities in Section 7.1 are collectively "Misuse." Vallo may, in its sole discretion, determine whether Misuse has occurred and may immediately suspend or terminate access, cooperate with law enforcement, and/or pursue civil or criminal remedies.
Vallo reserves the right to monitor use of the Service at any time to detect activity that may be illegal, violate these Terms, or subject Vallo to liability.
You are solely responsible for the security and compliance obligations associated with any third-party integrations you enable. Vallo shall not be liable for any issues arising from third-party integrations. Vallo may use third-party AI service providers to power aspects of the Service. Vallo does not use personal health information or financial information to train its AI models. Your use of third-party services integrated with the Service is subject to those third parties' terms and conditions and privacy policies.
Vallo reserves the right, in its sole discretion, to: (i) deny any account creation request; (ii) terminate your account; (iii) remove any content or Your Data; and (iv) modify, suspend, or discontinue the Service, temporarily or permanently, without liability to you.
When you subscribe, Vallo will host your established telephone number or assign you a forwarding number. Vallo reserves the right to release or reassign any telephone numbers not ported back within three (3) months after termination of your subscription.
You represent and warrant that your use of the Service complies with all applicable laws and regulations, including but not limited to CAN-SPAM, TCPA, CASL, PIPEDA, and all applicable state, federal, and international privacy laws. You are responsible for determining whether the Service is suitable for your use in light of any applicable regulations. The Service does not include professional or legal compliance support of any kind. Vallo does not represent or warrant that any template notice, message, or default setting on the Service will meet your legal compliance obligations. You rely on such templates at your own risk.
THE SERVICE IS PROVIDED ON AN "AS IS," "AS AVAILABLE," AND "WHERE-IS" BASIS. VALLO EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER IMPLIED, EXPRESS, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT, AND ACCURACY. VALLO MAKES NO WARRANTY THAT THE SERVICE IS ACCURATE, TIMELY, UNINTERRUPTED, VIRUS-FREE, OR ERROR-FREE, OR THAT ANY DEFECT WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION FROM VALLO SHALL CREATE A WARRANTY UNLESS REFLECTED IN A WRITING SIGNED BY VALLO.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL (A) Vallo BE LIABLE FOR ANY INDIRECT, EXTRAORDINARY, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, ANY LOSS OF DATA, REVENUE, PROFITS, USE, OR OTHER ECONOMIC ADVANTAGE, HOWEVER ARISING, EVEN IF VALLO KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES; AND (B) VALLO’S TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATED TO THE SERVICE WILL NOT EXCEED THE GREATER OF THE FEES PAID BY YOU DURING THE THREE (3) MONTHS PRIOR TO THE ACT GIVING RISE TO THE LIABILITY, OR ONE HUNDRED US DOLLARS ($100).
Some states do not allow exclusion of implied warranties or limitation of incidental or consequential damages, so some of the above may not apply to you.
YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS VALLO AND ITS PAST, PRESENT, AND FUTURE PARENT COMPANIES, HOLDING COMPANIES, SUBSIDIARIES, AFFILIATES, AND RELATED ENTITIES, AND EACH OF THEIR RESPECTIVE MEMBERS, OFFICERS, DIRECTORS, SHAREHOLDERS, PARTNERS, AGENTS, LICENSEES, SUCCESSORS, ASSIGNS, EMPLOYEES, AND CONTRACTORS (COLLECTIVELY, "VALLO INDEMNITEES"), FROM AND AGAINST ANY AND ALL DIRECT OR THIRD-PARTY CLAIMS, LOSSES, LIABILITIES, COSTS, EXPENSES, DAMAGES, OR DEMANDS, INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEYS' FEES, DUE TO, RELATING TO, OR ARISING OUT OF:
(I) YOUR USE OF THE SERVICE IN VIOLATION OF THESE TERMS OR IN A MANNER THAT VIOLATES OR RESULTS IN A VIOLATION OF APPLICABLE LAW OR REGULATION; (II) OUR PROVISION OF THE SERVICE TO YOU; (III) YOUR DATA, INCLUDING RECORDINGS, TRANSCRIPTS, INPUTS, AND OUTPUTS; (IV) THE RESULT OR OUTCOME OF YOUR USE OF ANY AI FEATURE OR ANY OUTPUTS THEREFROM; (V) YOUR BREACH OR ALLEGED BREACH OF ANY REPRESENTATION, WARRANTY, OR OBLIGATION UNDER THESE TERMS; (VI) YOUR VIOLATION OR ALLEGED VIOLATION OF ANY LAW OR THE RIGHTS OF ANY THIRD PARTY, INCLUDING WITHOUT LIMITATION ANY FEDERAL OR STATE LAW GOVERNING TELEMARKETING, WIRETAPPING, RECORDING, SMS MESSAGING, OR DECEPTIVE TRADE PRACTICES; OR (VII) YOUR CALLERS' USE OF THE SERVICE IN CONNECTION WITH YOUR ACCOUNT.
NOTWITHSTANDING ANYTHING TO THE CONTRARY, VALLO MAY SELECT ITS OWN LEGAL COUNSEL TO REPRESENT ITS INTERESTS WHEN DEFENDING AGAINST ANY CLAIM, AND YOU MUST (A) REIMBURSE VALLO FOR ITS COSTS AND ATTORNEYS' FEES IMMEDIATELY UPON REQUEST AS THEY ARE INCURRED, AND (B) REMAIN RESPONSIBLE TO VALLO FOR ANY LOSS, LIABILITY, COST, EXPENSE, CLAIM, OR DAMAGE IDENTIFIED IN THIS SECTION.
The Federal Arbitration Act ("FAA") governs this arbitration agreement. If a court determines the FAA does not apply, the laws of the State of Georgia govern, without regard to conflict of law rules. For purposes of this Section 16, "Vallo" includes Hummingbird Ventures LLC and its past, present, and future parent companies, holding companies, subsidiaries, affiliates, and related entities, and each of their respective successors and assigns.
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS AND IMPACTS HOW DISPUTES BETWEEN YOU AND VALLO ARE RESOLVED.
By using the Service, you and Vallo agree that any dispute arising out of or relating to the Service will be resolved as set forth below. YOU ARE GIVING UP THE RIGHT TO LITIGATE DISPUTES IN COURT BEFORE A JUDGE OR JURY, except as provided below.
You may opt out of binding arbitration and the class action waiver by sending a signed written letter to Vallo, Attn: Legal, 675 Ponce de Leon Ave NE Suite 8500, Atlanta, GA 30308 within thirty (30) calendar days of your initial agreement to these Terms. Your letter must include your full name, mailing address, email address, and a statement requesting exclusion. All other Terms remain in effect.
Before initiating arbitration or litigation, the party with a dispute ("Dispute") must send a written demand ("Demand") to the other party via first-class, priority, or express mail. Demands to Vallo must be sent to our legal address above; Demands to you will be sent to your address on file.
A Demand must: (1) seek resolution on an individual basis only; (2) state the full basis for the Dispute and the date it arose; (3) provide the claimant's full name, phone number, and email; and (4) be personally signed by the claimant.
Within twenty (20) business days of receiving a Demand, the recipient may request an individualized video or telephone conference. Both parties will personally attend. No legal action may be filed until either the conference period expires or, if a conference was held, twenty (20) business days after its completion. Compliance with this procedure is a mandatory condition precedent to any arbitration or lawsuit. Limitations periods are tolled during this process.
If the Dispute is not resolved through the pre-arbitration process, and the Mass Arbitration provisions of Section 16.4 are not triggered, you agree to file a demand for arbitration with JAMS under JAMS's Comprehensive Rules & Procedures (available at https://www.jamsadr.com), as modified by these Terms. The arbitrator has exclusive authority to resolve all disputes regarding the interpretation, applicability, and enforceability of these Terms, except that a court may enjoin arbitration if pre-arbitration requirements were not met.
Arbitration will be held in the county in which you reside or at a mutually agreed location. For claims of $10,000 or less, either party may elect to proceed by telephone, video, or written submissions. The arbitrator will apply Georgia law and recognized principles of equity.
If 25 or more claimants (including you) submit Demands or claims raising similar issues against Vallo, your claim will proceed under the JAMS Mass Arbitration Procedures and Guidelines (available at https://www.jamsadr.com/mass-arbitration-procedures). If a court determines those procedures are unenforceable as to your claim, your claim will proceed in court subject to the Class Action Waiver and Jury Trial Waiver below.
A court of competent jurisdiction may enforce these Mass Arbitration provisions and enjoin the mass filing or administration of arbitrations inconsistent with them.
YOU AND VALLO AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both parties agree otherwise or the Mass Arbitration provisions are triggered, the arbitrator may not consolidate claims or preside over class proceedings and may only award individual relief. If this arbitration agreement is held unenforceable, this Class Action Waiver is severable and applies to any claim in any forum. YOU ARE GIVING UP THE RIGHT TO COMMENCE OR PARTICIPATE IN CLASS ACTIONS.
The arbitrator's award is confidential, final, and binding. Judgment may be entered in any court of competent jurisdiction.
IF A CLAIM PROCEEDS IN COURT RATHER THAN ARBITRATION, YOU AND VALLO EACH UNCONDITIONALLY WAIVE ANY RIGHT TO A JURY TRIAL. ANY CLAIM WILL BE DECIDED BY A JUDGE.
These Terms are governed by the laws of the State of Georgia, USA, and controlling federal law, without regard to conflict-of-law provisions. Any claim not subject to arbitration shall be subject to the exclusive jurisdiction of state or federal courts in Georgia. Any claim must be brought within one (1) year of when the cause of action arises.
18.1 These Terms commence when accepted and continue until terminated.
18.2 For month-to-month subscriptions, either party may terminate with thirty (30) days' notice. For annual subscriptions, the term is twelve (12) months and auto-renews unless either party gives notice of non-renewal at least thirty (30) days before the term end.
18.3 Either party may terminate for cause if the other party fails to cure a material breach within thirty (30) days of written notice. Vallo may terminate immediately without notice if you engage in Misuse, fail to pay fees, or engage in fraudulent or illegal activity.
18.4 Effect of Termination. Upon termination: (i) your license and right to access the Service terminate immediately; (ii) you will have thirty (30) days to download Your Data after which Vallo will permanently delete it; and (iii) all accrued payment obligations survive. Sections 3.5, 3.6, 5, 6, 13, 14, 15, 16, 17, and 19 survive termination.
19.1 "Confidential Information" means any information designated as confidential or that should reasonably be understood as confidential given its nature and the circumstances of disclosure, excluding information that is publicly available, was previously known to the recipient, was lawfully disclosed by a third party, or was independently developed.
19.2 Each party agrees to use the other's Confidential Information only as permitted under these Terms and not to disclose it without prior written consent, except as necessary to provide the Service or as required by law (with advance notice where permissible).
19.3 The parties agree that breach of this Section may cause irreparable harm entitling the non-breaching party to seek immediate injunctive relief without bond.
Neither party is liable for failure or delay in performance due to causes beyond reasonable control, including utility failures, power outages, labor disturbances, acts of God, war, terrorism, floods, or natural disasters.
21.1 Entire Agreement. These Terms, the Privacy Notice, and the DPA constitute the entire agreement between the parties regarding the Service and supersede all prior agreements.
21.2 Assignment. You may not assign these Terms without prior written consent of Vallo. Vallo may freely assign these Terms, including to a parent company, purchaser of substantially all assets, or successor in a merger or similar transaction.
21.3 Notices. Notices from Vallo will be posted on the Service or sent by email. Notices to Vallo must be sent to legal@govallo.ai or Vallo, Attn: Legal, 675 Ponce de Leon Ave NE Suite 8500, Atlanta, GA 30308.
21.4 Electronic Communications. By using the Service, you consent to receive communications from us electronically, including agreements, notices, disclosures, and other records. You agree that electronic signatures and records have the same legal force and effect as paper originals.
21.5 No Agency. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between the parties.
21.6 Publicity. You agree that Vallo may reference you as a customer in its marketing materials.
21.7 Severability. If any provision is held invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the remaining provisions remain in full force.
21.8 Waiver. Failure to enforce any provision is not a waiver of the right to enforce it later.
Email: legal@govallo.ai Mail: Vallo, Attn: Legal, 675 Ponce de Leon Ave NE Suite 8500, Atlanta, GA 30308 Phone: (678) 820-6675
