Terms of Service

These Terms of Service (“Terms”) are a binding agreement between you and Merrion (“Merrion”, “we”, “us”, or “our”), governing your access to and use of the Merrion platform at https://www.merrion.ai and all related services, applications, and APIs (collectively, the “Service”).

By creating an account or using the Service, you agree to these Terms. If you are accepting on behalf of a company or other entity, you represent that you have the authority to bind that entity and “you” refers to that entity.

If you do not agree, do not use the Service.

1. The Service

Merrion is an AI-powered business platform for service businesses, combining CRM, work management, finance tools, and AI-powered communication features including an AI voice receptionist, SMS and email automation, campaigns, and related functionality. We may add, change, or remove features at our discretion. Where a change materially reduces functionality of a paid plan, we will give you reasonable advance notice.

2. Accounts and Eligibility

2.1 Registration

You must provide accurate, current, and complete information when creating an account and keep it up to date.

2.2 Eligibility

You must be at least 18 years old and capable of forming a binding contract to use the Service. The Service is not directed to individuals under 16.

2.3 Account security

You are responsible for all activity under your account and for keeping your credentials confidential. Notify us immediately at support@merrion.ai of any suspected unauthorized use.

2.4 Multiple accounts

We may close duplicate free accounts created to circumvent usage limits or billing.

2.5 Team access

If you invite others to your workspace, you are responsible for their compliance with these Terms and for the actions they take within your workspace.

3. Subscriptions, Billing, and Taxes

3.1 Paid plans

Paid plans are billed in advance on a monthly or annual cycle as selected at purchase. Fees are non-refundable except as required by law or as expressly stated in these Terms.

3.2 Automatic renewal

Subscriptions renew automatically at the end of each billing cycle at the then-current price unless canceled before renewal.

3.3 Price changes

We may change prices with at least 30 days' notice. Changes take effect at the start of your next billing cycle for monthly plans and at your next renewal for annual plans.

3.4 Cancellation

You may cancel at any time through the Service or by emailing support@merrion.ai. Cancellation takes effect at the end of your current billing period; you will retain access until then.

3.5 Refunds

Fees are non-refundable. We may issue refunds on a case-by-case basis at our discretion.

3.6 Taxes

Fees are exclusive of taxes. You are responsible for all applicable taxes, duties, and levies associated with your use of the Service, other than taxes based on our net income.

3.7 Failed payment

If a payment fails, we may suspend or downgrade your account until the amount owed is paid.

3.8 Usage-based charges

Certain features (including SMS, voice minutes, and AI usage credits) are metered. Where your usage exceeds your plan's allowance, additional charges will apply as disclosed in the Service. You authorize us to charge your payment method for these amounts.

4. Your Data and Your Customers' Data

4.1 Ownership

You retain all rights in the data, content, and materials you upload to or generate through the Service (“Customer Data”), including data about your customers and contacts.

4.2 Licence to us

You grant Merrion a worldwide, non-exclusive, royalty-free licence to host, copy, process, transmit, and display Customer Data solely to the extent necessary to:

• provide, secure, and improve the Service for you;
• comply with applicable law; and
• enforce these Terms.

4.3 Your responsibility for Customer Data

You represent and warrant that you have all necessary rights, consents, and lawful bases to upload Customer Data to the Service and to have Merrion process it on your behalf — including, where required, valid consent to send marketing email, SMS, or automated calls; to record phone calls; and to process personal information under applicable data-protection law.

4.4 Data controller/processor

Where Customer Data contains personal information about identifiable individuals (“Personal Data”), you are the controller and Merrion is the processor. Our processing of Personal Data is also governed by our standard Data Processing Agreement, which is incorporated by reference and applies automatically to customers subject to the GDPR, UK GDPR, or similar law. A copy is available on request at support@merrion.ai.

4.5 Privacy

Our collection and use of personal information is described in our Privacy Policy.

4.6 Data export and deletion

You may export your Customer Data at any time through in-product export tools or by contacting support@merrion.ai. Following termination, we will make Customer Data available for export for 30 days; after that, we will delete or anonymize it in accordance with our Privacy Policy and retention schedule.

4.7 No model training on your data

We do not use Customer Data, including messages sent or received through the Service, to train generalized artificial intelligence or machine-learning models.

5. Third-Party Services and Google User Data

5.1 Integrations

The Service lets you connect third-party accounts (for example, Gmail) and use third-party communication channels (for example, SMS and voice). Your use of those accounts and channels is governed by the third party's own terms, not by us.

5.2 Google user data

When you connect a Google account to Merrion, Merrion's access to and use of information received from Google APIs adheres to the Google API Services User Data Policy, including the Limited Use requirements. Details of the Google scopes we request and how Gmail data is used are described in Section 4 of our Privacy Policy.

5.3 Third-party liability

We are not responsible for third-party services, for their availability, for changes they make to their APIs or terms, or for any loss arising from your use of them.

6. Acceptable Use

You agree not to, and not to permit others to:

• Use the Service to send spam, unsolicited messages, or any communication in violation of the TCPA, CAN-SPAM, CASL, GDPR, PECR, or other applicable messaging or data-protection law.
• Send or solicit messages to individuals who have not consented to receive them, or continue to message individuals who have opted out.
• Use the Service's AI features to generate content that is deceptive, defamatory, fraudulent, harassing, discriminatory, sexually explicit (where targeted at minors), or otherwise unlawful.
• Impersonate any person or entity, or misrepresent your affiliation or the origin of communications.
• Upload malicious code or content that infringes another person's rights.
• Attempt to gain unauthorized access to the Service, probe or scan it for vulnerabilities, or interfere with its operation.
• Reverse-engineer, decompile, or attempt to derive the source code of the Service except where such restriction is prohibited by law.
• Use the Service to train a machine-learning model.
• Resell, sublicense, or provide the Service to a third party except as expressly permitted.
• Circumvent usage limits, billing, or security controls.

6.1 AI and messaging disclosures

You are solely responsible for ensuring that your use of automated calls, AI-generated messages, and recorded calls complies with applicable disclosure, consent, and recording laws in every jurisdiction where your customers are located. You will maintain accurate opt-in and opt-out records and honor opt-out requests promptly.

6.2 Enforcement

We may suspend access, disable features, or remove content if we reasonably believe your use breaches this Section 6 or exposes Merrion or others to legal or security risk.

7. Intellectual Property

The Service — including its design, features, code, graphics, and content that we create — is owned by Merrion or our licensors and is protected by intellectual property laws. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service during the term of your subscription for your internal business purposes. All rights not expressly granted are reserved.

7.1 Feedback

If you give us suggestions or feedback, you grant us a perpetual, irrevocable, royalty-free licence to use and incorporate it without obligation to you.

7.2 Publicity

We may identify you as a Merrion customer and use your name and logo on our website and marketing materials, unless you opt out by emailing support@merrion.ai.

8. Confidentiality

Each party will protect the other's non-public information disclosed under these Terms with the same care it uses for its own confidential information (and no less than reasonable care), and will use it only to perform its obligations under these Terms.

9. Warranties and Disclaimers

9.1 Mutual warranty

Each party warrants that it has the authority to enter into these Terms.

9.2 Service disclaimer

Except as expressly stated in these Terms, the Service is provided “as is” and “as available” without warranties of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, non-infringement, and that the Service will be uninterrupted, error-free, or secure.

9.3 AI disclaimer

AI features produce outputs based on statistical models and may be inaccurate, incomplete, or inappropriate for a given situation. You are responsible for reviewing AI-generated outputs where your configuration requires human review, and for ensuring that automated outputs comply with applicable law and professional standards in your industry.

9.4 Beta features

Features designated as beta, preview, or experimental are provided as-is, may be changed or removed at any time, and are excluded from any warranties, service levels, or support commitments.

10. Indemnification

You will defend, indemnify, and hold harmless Merrion, its affiliates, and its personnel from and against any third-party claim, loss, or liability (including reasonable legal fees) arising out of or related to: (a) Customer Data, (b) your violation of these Terms or applicable law, (c) messages, calls, or content sent through your account, or (d) your infringement of any third-party right.

11. Limitation of Liability

To the maximum extent permitted by law:

(a) Neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, data, goodwill, or business opportunities, regardless of the theory of liability.

(b) Each party's total aggregate liability arising out of or related to these Terms will not exceed the amounts you paid us for the Service in the 12 months preceding the event giving rise to the claim, or €100 if no amounts were paid.

(c) These limits apply even if a remedy fails its essential purpose. They do not apply to your payment obligations, to your indemnification obligations, or to liability that cannot be limited under applicable law.

12. Suspension and Termination

12.1 By you

You may terminate these Terms at any time by canceling your account in the Service.

12.2 By us

We may suspend or terminate your access immediately if you materially breach these Terms (including any provision of Section 6), if we are required to do so by law, or if your use creates a security or legal risk. We will give you reasonable notice where practicable.

12.3 Effect of termination

On termination, your right to access the Service ends. Sections 4.1, 4.6, 7, 8, 9.2, 10, 11, and 13 through 17 survive termination.

12.4 Data retrieval

You may export Customer Data for 30 days following termination as described in Section 4.6.

13. Export Control and Sanctions

You represent that you are not located in, and will not use the Service from, a country subject to comprehensive US or EU sanctions, and that you are not on any restricted-party list maintained by a government with jurisdiction over you or Merrion.

14. Force Majeure

Neither party is liable for failure or delay caused by events beyond its reasonable control, including acts of God, war, terrorism, labor disputes, internet or utility outages, and acts of civil or military authorities.

15. Changes to These Terms

We may update these Terms from time to time. If we make material changes, we will notify you at least 30 days before they take effect via in-product notice or email. Your continued use of the Service after the effective date constitutes acceptance of the updated Terms. If you do not agree, you must stop using the Service before the effective date.

16. Governing Law and Venue

These Terms are governed by the laws of Ireland, without regard to its conflict-of-laws rules. The courts of Ireland have exclusive jurisdiction over any dispute arising out of or relating to these Terms, except that either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information. Before filing a claim, the parties will attempt to resolve the dispute in good faith for 30 days after written notice. The UN Convention on Contracts for the International Sale of Goods does not apply.

17. General

17.1 Entire agreement

These Terms, together with our Privacy Policy and any DPA, constitute the entire agreement between the parties on this subject and supersede any prior agreements.

17.2 Order of precedence

If there is a conflict between these Terms and a separate written agreement signed by both parties, the signed agreement controls.

17.3 Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.

17.4 Severability

If any provision is held unenforceable, the remaining provisions will remain in full force and effect.

17.5 No waiver

Our failure to enforce any right is not a waiver of that right.

17.6 No agency

Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship.

17.7 Notices

Notices to you may be given through the Service or to the email on your account. Notices to Merrion must be sent to support@merrion.ai.

18. Contact

Merrion
Email: support@merrion.ai
Website: https://www.merrion.ai