Effective date: 26.08.2026

Please read these Terms carefully. They govern the supply of the Services by On It Now ("we", "us" or "our") to the business customer identified in an Order ("Customer", "you" or "your"). These Terms apply only to business customers acting for purposes connected with their trade, business, craft or profession. They do not apply to consumers.

1. About us and how to contact us

1.1 We are aiBizAssist, trading as On It Now, a company registered in England and Wales, whose registered office is at Havant whose principal place of business is at Buckingham.

1.2 Our website is www.onit-now.ai. You can contact us at [email protected].

2. Contract documents and acceptance

2.1 The contract between us consists of: (a) the Order; (b) any service description or statement of work expressly incorporated into the Order; (c) any data-processing agreement between us; and (d) these Terms (together, the "Agreement").

2.2 If there is a conflict, the documents take priority in the order listed in clause 2.1, unless an Order expressly states otherwise.

2.3 You accept the Agreement when you sign or electronically accept an Order, create an account, pay an invoice, or use the Services, whichever happens first.

2.4 A quotation is not binding until we accept your Order in writing or begin providing the Services.

3. Definitions

"AI Agent" means the artificial-intelligence-enabled voice system configured to answer, route or make calls, collect information, respond to questions, book appointments or carry out other agreed tasks.

"Authorised User" means your employee, contractor or representative whom you permit to access the Services.

"Call Charges" means usage-based charges for call minutes, telephony, numbers, messages, transcription, model usage, integrations or other metered services.

"Customer Data" means data, call content, recordings, transcripts, contact details, instructions, knowledge-base material and other information supplied by or processed for you through the Services.

"Order" means an order form, proposal, checkout page or other written confirmation describing the Services, charges and any service-specific terms.

"Services" means the Voice AI, telephony, configuration, integrations, support and related services described in an Order.

4. The Services

4.1 We will provide the Services with reasonable care and skill and substantially in accordance with the applicable Order.

4.2 The Services may include call answering, outbound calling where expressly agreed, lead capture, appointment booking, call routing, summaries, transcripts, workflow automation and integrations with third-party systems.

4.3 AI systems are probabilistic. Outputs may be incomplete, inaccurate, delayed or inappropriate. The Services assist your operations but do not replace human judgement, supervision or verification.

4.4 Unless expressly included in an Order, the Services are not designed for emergency calls, clinical or legal advice, financial decisions, safeguarding decisions, credit or employment decisions, or any other use where an incorrect response may create a material risk of harm.

4.5 We may make reasonable changes to the Services to improve security, performance, legal compliance or functionality, provided that we do not materially reduce the core Services during a paid subscription term without good reason.

5. Setup, configuration and Customer approval

5.1 Any setup work, implementation timetable, integrations, call flows, knowledge-base preparation and acceptance criteria will be described in the Order.

5.2 You must provide accurate information, timely access, suitable content, system credentials through approved methods, and a nominated decision-maker. Delays caused by you may move the delivery date and may result in additional charges where reasonably incurred and agreed.

5.3 You are responsible for reviewing and approving the AI Agent’s scripts, disclosures, call flows, escalation routes, business information, appointment rules and knowledge-base content before launch.

5.4 We may treat your written approval, or your instruction to launch, as confirmation that the agreed configuration is accepted. Material changes requested after approval may be chargeable.

6. Customer responsibilities

6.1 You must:

·         use the Services only for lawful business purposes and in accordance with the Agreement;

·         ensure that Customer Data, instructions, scripts, contact lists and knowledge-base material are accurate, lawful and do not infringe third-party rights;

·         maintain appropriate human oversight and check material outputs before relying on them;

·         provide a clear route for callers to reach a human or leave the interaction where appropriate;

·         keep account credentials secure and promptly notify us of suspected unauthorised access;

·         ensure that Authorised Users comply with the Agreement; and

·         maintain all licences, permissions, notices, policies and consents needed for your use of the Services.

6.2 You remain responsible for your relationship with callers, prospects and customers, and for actions taken on the basis of information produced or collected by the Services.

7. Calls, AI disclosure, recording and marketing compliance

7.1 You must ensure that each use of the Services complies with all applicable laws, regulatory guidance and industry rules, including data-protection and electronic-marketing requirements.

7.2 Unless we agree in writing to manage a specific compliance step, you are responsible for determining and implementing the lawful basis, privacy information, consent, screening and suppression processes required for your calls and Customer Data.

7.3 You must ensure that callers are told clearly and promptly when they are interacting with an AI Agent. Where calls are recorded or transcribed, you must ensure that an appropriate notice is given and that recording and transcription are lawful.

7.4 You must not use the Services for automated or direct-marketing calls unless you have established that the calls are lawful. This includes obtaining consent where required, screening against the Telephone Preference Service, Corporate Telephone Preference Service and your own suppression lists where applicable, identifying the caller, displaying or providing an appropriate contact number, and honouring objections and withdrawals of consent.

7.5 You must not upload or use purchased, scraped or third-party contact lists unless you have verified that their collection and proposed use are lawful and properly documented.

7.6 We may suspend outbound calling or another affected feature where we reasonably believe that its use may breach law, regulatory guidance, platform rules or third-party rights.

8. Data protection and security

8.1 Each party will comply with applicable UK data-protection law in connection with the Agreement.

8.2 The parties’ respective roles will depend on the processing. Where we process personal data on your behalf as your processor, the parties will enter into or be bound by a data-processing agreement meeting applicable legal requirements. For processing carried out for our own legitimate business purposes, such as account administration, billing, security and service improvement where lawful, we may act as an independent controller.

8.3 You are responsible for ensuring that you have a lawful basis for Customer Data, provide all required privacy information, respond to data-subject rights relating to your processing, and give us only the personal data reasonably needed for the Services.

8.4 You must not use the Services to process special-category data, criminal-offence data, children’s data, payment-card data or other highly sensitive data unless this is expressly agreed in writing and appropriate safeguards are in place.

8.5 We will maintain appropriate technical and organisational measures for the Services. No internet or AI service can be guaranteed completely secure, and you must maintain appropriate security and backups for your own systems and data.

8.6 Details of retention, deletion, subprocessors and international transfers will be set out in the applicable privacy notice or data-processing agreement.

9. Third-party services

9.1 The Services may depend on third-party providers, including telephony carriers, AI model providers, hosting services, calendar systems, customer-relationship management platforms and messaging services.

9.2 Third-party services may be subject to their own terms, availability, technical limits and acceptable-use rules. We are not responsible for third-party services outside our reasonable control, but we will use reasonable efforts to manage integrations included in the Order.

9.3 You authorise us to transmit Customer Data to agreed third-party providers as necessary to provide the Services, subject to applicable data-protection arrangements.

10. Charges, Call Charges and taxes

10.1 You must pay: (a) the recurring subscription fee; (b) all Call Charges incurred through your account; (c) any setup fee stated in the Order; and (d) any other charges expressly agreed in writing.

10.2 The amount and basis of charges, included usage, overage rates, billing frequency and payment method will be stated in the Order or current pricing schedule incorporated into it.

10.3 A setup fee is payable only where stated before purchase. Unless the Order says otherwise, it becomes non-refundable once setup work has started, except where we fail to provide the setup services and have not remedied that failure within a reasonable period after written notice.

10.4 Subscription fees are billed in advance. Call Charges and other usage-based charges may be billed in arrears, charged against prepaid credit, or collected automatically at agreed thresholds.

10.5 You are responsible for usage through your account, including usage caused by your Authorised Users, configurations and connected systems. You must notify us promptly if you believe a charge is incorrect. We will investigate reasonably and correct verified billing errors.

10.6 Charges are exclusive of VAT and similar taxes unless stated otherwise. You must pay applicable taxes in addition to the charges.

10.7 We may change recurring prices or usage rates by giving at least 30 days’ written notice. A price change will take effect on the next renewal date after the notice period. If you do not accept the change, you may cancel before it takes effect.

11. Payment and late payment

11.1 Invoices are due within 7 days of the invoice date unless the Order specifies automatic payment or another period.

11.2 If an undisputed amount is overdue, we may charge statutory interest and recovery costs where permitted by the Late Payment of Commercial Debts (Interest) Act 1998, and may suspend the Services after giving reasonable notice.

11.3 You must raise a genuine invoice dispute promptly and provide reasonable details. You must pay any undisputed portion by the due date.

12. Subscription term, renewal and cancellation

12.1 The subscription starts on the date stated in the Order. Unless the Order states a fixed minimum term, it continues monthly and renews automatically for successive one-month periods.

12.2 Either party may cancel a monthly subscription by giving at least 30 days’ written notice. Cancellation takes effect at the end of the current paid billing period following expiry of the notice.

12.3 Fees already paid are not refundable merely because you stop using the Services before the effective cancellation date. Call Charges incurred up to termination remain payable.

12.4 An Order may specify a minimum term, different notice period or early-termination charge. Those provisions take priority for that Order.

13. Suspension and termination

13.1 Either party may terminate the Agreement immediately by written notice if the other party: (a) commits a material breach and, where the breach can be remedied, fails to remedy it within 14 days after written notice; or (b) becomes insolvent, ceases trading or enters an analogous process, subject to applicable law.

13.2 We may suspend all or part of the Services immediately where reasonably necessary to address a security threat, unlawful use, material risk to callers or third parties, non-payment, or a breach of third-party platform rules. Where practicable, we will give notice and an opportunity to remedy the issue.

13.3 On termination, your right to use the Services ends. Each party must return or delete the other party’s confidential information where reasonably requested, subject to legal retention duties and backup cycles.

13.4 At your written request made before termination or within [INSERT: e.g. 14] days afterwards, we will provide a reasonable export of available Customer Data in our standard format, subject to payment of outstanding charges and any reasonable export fee notified in advance. After that period, data may be deleted in accordance with our retention policy and data-processing agreement.

14. Intellectual property

14.1 You retain ownership of Customer Data and materials you provide to us. You grant us a non-exclusive, worldwide, royalty-free licence during the Agreement to host, copy, adapt and use those materials only as necessary to provide, secure and support the Services and meet our legal obligations.

14.2 We and our licensors retain ownership of the Services, software, methods, templates, prompts, generic call-flow structures, documentation, know-how and improvements, excluding Customer Data and your pre-existing materials.

14.3 Subject to payment of all charges, you may use deliverables created specifically for you for your internal business purposes. Unless the Order expressly transfers ownership, this does not transfer our underlying tools, reusable components or know-how.

14.4 You must not copy, resell, reverse engineer, probe, bypass security controls, or use the Services to build a competing service, except to the extent that applicable law does not permit that restriction.

15. Confidentiality

15.1 Each party must keep the other party’s confidential information secure and use it only to perform or receive the Services. This obligation does not apply to information that is public through no breach, already lawfully known, independently developed, or lawfully received without restriction.

15.2 A party may disclose confidential information to its personnel, professional advisers and service providers who need it and are bound by appropriate confidentiality duties, or where disclosure is required by law.

16. Availability, support and changes

16.1 Unless an Order includes a service-level agreement, we do not guarantee uninterrupted or error-free availability. Maintenance, third-party outages, network conditions, telephone carriers, AI providers and events outside our reasonable control may affect the Services.

16.2 We will provide support through email, phone during normal working hours Mon - Fri. Response and resolution times are targets only unless expressly stated as service levels in an Order.

16.3 We may discontinue a material feature by giving reasonable notice where practicable. If this materially prevents the agreed use of the Services, you may terminate the affected Order and receive a pro-rata refund of prepaid subscription fees for the unused period.

17. Warranties and disclaimers

17.1 Each party warrants that it has authority to enter into the Agreement.

17.2 Except as expressly stated in the Agreement, all warranties, conditions and other terms implied by statute or common law are excluded to the fullest extent permitted by law.

17.3 We do not warrant that the Services will generate any particular number of calls, leads, appointments, sales, savings or other commercial result, or that every AI response, transcription, integration or caller identification will be accurate.

18. Liability

18.1 Nothing in the Agreement limits or excludes liability that cannot lawfully be limited or excluded, including liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation.

18.2 Subject to clause 18.1, neither party is liable for any indirect or consequential loss, or for loss of profit, revenue, business, anticipated savings, goodwill or data, whether direct or indirect, except that this does not relieve you of the obligation to pay charges properly due.

18.3 Subject to clauses 18.1 and 18.2, our total aggregate liability arising out of or in connection with the Agreement in any rolling 12-month period is limited to the total fees paid or payable by you to us under the affected Order during the 12 months immediately preceding the event giving rise to the claim.

18.4 The limitations in this clause reflect the charges and allocation of risk. Each party should maintain insurance appropriate to its business and responsibilities.

19. Indemnity

19.1 You will indemnify us against third-party claims, regulatory demands, losses, damages and reasonable costs arising from: (a) unlawful Customer Data, scripts, contact lists or instructions; (b) your failure to obtain required permissions, consent or provide required notices; (c) your marketing activity or relationship with callers; or (d) your material breach of clauses 6, 7 or 8.

19.2 The indemnity applies only where we notify you promptly, do not admit liability without your consent, and give you reasonable cooperation and control of the defence, provided that you may not settle a claim in a way that admits fault by us or imposes an obligation on us without our written consent.

20. Acceptable use

20.1 You must not use the Services to harass, deceive, impersonate, discriminate, defraud, threaten, cause nuisance, distribute unlawful content, conceal the origin of calls, evade suppression controls, make unlawful marketing calls, or infringe privacy, intellectual-property or other rights.

20.2 You must not use the Services for emergency dispatch or to make decisions producing legal or similarly significant effects about individuals unless expressly agreed in writing with appropriate safeguards.

20.3 We may investigate suspected misuse and take proportionate action, including restricting calling destinations, blocking content, suspending access or terminating the affected Order.

21. Force majeure

Neither party is liable for delay or failure caused by events beyond its reasonable control, excluding an obligation to pay charges already due. The affected party will take reasonable steps to reduce the impact and resume performance.

22. Notices

22.1 Formal notices under the Agreement must be in writing and sent by email to the notice address in the Order, or to Station House, 50 North Street, Havant, PO9 1QU for notices to us. A notice is treated as received on the next business day after transmission unless the sender receives a delivery-failure message.

22.2 Routine service, support and billing communications may be sent through the account, by email or through the agreed support channel.

23. General

23.1 Neither party may assign the Agreement without the other’s prior written consent, not to be unreasonably withheld or delayed, except that we may assign it as part of a genuine business sale or reorganisation on written notice.

23.2 We may use subcontractors to provide the Services but remain responsible for our obligations under the Agreement.

23.3 The Agreement is the entire agreement about its subject matter and supersedes earlier discussions and representations. Neither party relies on a statement not set out in the Agreement, but nothing excludes liability for fraud.

23.4 A delay in enforcing a right is not a waiver. If a provision is invalid, it will be adjusted or removed to the minimum extent necessary and the remainder will continue.

23.5 Nothing in the Agreement creates a partnership, joint venture, agency or employment relationship.

23.6 A person who is not a party to the Agreement has no right to enforce it under the Contracts (Rights of Third Parties) Act 1999.

23.7 We may update these Terms by giving reasonable notice. Changes will apply from the next renewal date, unless an earlier change is reasonably required by law, security or a third-party provider and does not materially reduce your rights.

24. Governing law and courts

24.1 The Agreement and any non-contractual obligations arising from it are governed by the law of England and Wales.

24.2 The courts of England and Wales have exclusive jurisdiction, except that either party may seek urgent injunctive relief in any court of competent jurisdiction.