truCX TERMS OF SERVICE

Please read these Terms of Service (these “Terms”) carefully, as they constitute a legally binding agreement between truCX, LLC, a Pennsylvania limited liability company (“truCX,” “we,” “us” or “our”) and an end-user (“you” and “your”) and apply to your use of our website and Services (as defined below). In case you are utilizing the Services as a representative of a party (e.g. your employer or customer, collectively the “Client”), your acceptance of these Terms also binds the Client.

This is a binding agreement. If you use the Services or click accept or agree to these Terms if presented to you in a user interface for the Services, or you have signed a subscription agreement, you are legally bound by the obligations in these Terms. If you are entering into these Terms on behalf of a Client, you represent and warrant that you have the authority to bind the Client to these Terms, and any reference to “you” and “your” will refer and apply to that party. If you do not agree to all of these Terms, you shall not use the Service and you should not set up an Account (as defined).

By agreeing to these Terms, you expressly agree that except for limited circumstances, the parties will only resolve disputes by arbitration, solely on an individual basis.

1. Acceptance of these Terms

You hereby agree to accept these Terms by opening an account under a username, notwithstanding any existing services agreement to which you may also be signatory which incorporated these Terms by reference.


You also agree to abide by other truCX rules and policies, including our https://trucx.net/privacy-policy/ which explains what information we collect from you and how we protect it) that are expressly incorporated into and are a part of these Terms. Please read them carefully.


Once you accept these Terms you are bound by them until they are terminated. See Section 7 (Term and Termination).

2. Using the Services

a. Right to Use and License. Subject to your compliance with these Terms, truCX hereby grants you a non-exclusive, non-transferable, non-assignable non-sublicensable and revocable right to use the Services solely for the purposes of utilizing our Service in the manner described in these Terms and in any technical documentation contained in, or provided with, the Services.


You acknowledge and agree that you are only being granted a right to use the Services and nothing is being sold to you. You do not acquire any ownership interest in the Services under these Terms, or any other rights thereto other than to use the Service in accordance with the use rights specified and other terms, conditions, and restrictions of these Terms. We reserve all other rights that are not granted in these Terms


See Section 4 for more details on your use and Intellectual Property Rights (as defined) under these Terms.


What We Provide. The Services include but are not limited to an innovative customer experience collaboration platform (“Platform”) that allows you to surface key insights from cross functional CX teams and stakeholders so you can prioritize actions to improve the customer experience across your organization (collectively, the “Services”).

b. Third-Parties. We utilize a variety of tools and technologies offered by third parties (“Providers”). We pick our technology partner Providers carefully but we are not responsible for their actions or omissions. You may be required to accept certain terms and conditions upon your use of Providers’ functionality. Please read Providers’ terms carefully as they are a binding agreement between you and such parties and we do not have a role in your and Providers’ obligations in respect of the other.
Please see Section 10 for further disclaimers in respect of our Providers.

c. Use Restrictions. You agree to not, directly or indirectly (and will not permit any third party) to:

i. do anything with the Services other than use them for your own use as intended under these Terms, including not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Services or any portion of the Services;

ii. use truCX’s name, trademarks, service marks, trade names, designs, logos, photos, or any other materials we make available via the Services, except as allowed by these Terms;

iii. remove, alter or destroy any copyright notices or other proprietary markings (trademarks, service marks or other proprietary notices) contained on or in the Services or infringe truCX’s Intellectual Property Rights (as defined);

iv. copy, modify, translate, adapt, merge, archive, download, upload, disclose, distribute, sell, lease, syndicate, broadcast, perform, display, make available, make derivatives of, or otherwise use the Services or its content on the Services, other than as expressly permitted by these Terms or enabled by the Services’ intended functionality, except to the extent the foregoing restrictions are expressly prohibited by applicable law;

v. reverse engineer, duplicate, decompile, disassemble, or decode any part of the software we provide or the Services, or otherwise extract the source code of the software of the Service;

vi. use any robot, spider, crawler, scraper, avatar, miner or other manual or automated means to access the Services, “scrape” or download data from any part of our Platform or our website, or extract any information that doesn’t relate to Your Content;

vii. upload viruses or other malicious code or otherwise compromise, bypass, or circumvent the security of the Services;

viii. disrupt or hinder (or try to do so) any of the Service’s web pages, connected servers or networks, or technical systems of a Provider, or not follow protocols or guidelines linked to the Service;

ix. try to detect, scan, or test any vulnerabilities of the Services or any of our or our Provider’s system or network, or breach or override any security or authentication protections for the Services;

x. pretend to be someone else or falsely represent your association with any other entity;

xi. access the Service in ways that are not authorized by these Terms;

xii. leverage the Service to produce datasets for neural network training, machine modeling, or developing templates or products for third-party; or

xiii. transmit, distribute, publish, use, or otherwise make available, through or in connection with the Services any material that would give rise to criminal or civil liability.

In all cases, truCX will determine in our sole discretion whether any action of an end-user violates the above rules.

d. Service Updates. You understand that the Services will evolve from time to time. You acknowledge and agree that truCX may update the Services on the Platform with or without notifying you, including adding or removing features, products, or functionalities. truCX may also require you to accept updates to the software that you have installed on your System as applicable.

e. Fees. Use of our Services is subject to the fees as set out in our Order Form. You are responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental or regulatory authority on any amounts payable by you hereunder. Fees are due 30 days after the date of any invoice issued in US dollars by ACH or electronic funds transfer to the account specified in the Order Form without any kind of setoff or deductions.


We may charge interest on past due amounts at the rate of 1.5% per month calculated daily and compounded monthly or, if lower, the highest rate permitted under applicable Law. You shall reimburse us for all out of pocket costs we incur in collecting any late payments or interest, including (without limitation) attorneys’ fees, court costs, and collection agency fee, and we may suspend performance of the Services until all past due amounts, interest thereon and any out of pocket expenses have been paid, without incurring any obligation or liability to you or any other Person by reason of such suspension.


Nothing prevents us from revising the monthly fees charged for our Services, or introducing new features and benefits and charging additional amounts. Your costs under any subscription to our Services will not change until your then current term of subscription (e.g. if you are a monthly subscriber, then at the end of the month we revise our fees).

f. Support. We provide support through our website Contact Us – truCX

g. Service Levels. We aim to maintain uptime for our Service at 99.9%. We pass through our Providers’ SLA and do not warrant such uptime. Your only remedy in respect of any prolonged downtime is to terminate the Order Form.

3. Creating an Account

a. Registration. To access the Services, you must register and obtain login credentials for an account (“Account”) and provide information as prompted by the account registration flow. You represent and warrant that: (a) all registration information you submit is truthful and accurate; and (b) you will maintain and promptly update such information to keep it true, accurate, current and complete. You may delete your Account at any time, for any reason in accordance with Section 7(b).

b. Eligibility. The Services are only available to end-users who can form legally binding contracts under applicable law. By accessing or using the Services, you represent and warrant that you are at least 18 years of age or over the age of majority in the state or country where you are a resident or citizen. You are not eligible to be a Client or an end-user if you are barred from using the Services under the laws of the United States or any other applicable jurisdiction, including pursuant to Section 15 (Export Control) in these Terms.

c. User Information & Credentials. When you create an Account with truCX, you will be asked to choose a username and password. You acknowledge and agree that you are exclusively responsible for the security and confidentiality of your login credentials and for all use of the Services and all related charges that may arise from such use of the Services in connection with your login credentials, with or without your knowledge. You may not share your Account or password with anyone, and you agree to notify truCX immediately of any actual or suspected unauthorized use of your Account, your password or any other breach of security as related to the Services, including on any hardware device which you may use to access our Services. Each end user must maintain their own credentials.

4. Intellectual Property Rights, Ownership and Grants

a. Your Content. When you utilize our Service, all materials uploaded to or transmitted via the Platform is your content (“Your Content”). You own all rights and title in Your Content, including any Intellectual Property Rights (as defined). truCX does not claim any ownership of Your Content or assert any rights under your Intellectual Property Rights other than as granted under these Terms.

b. Rights You Grant Us.

i. You hereby grant truCX a worldwide, royalty-free, sublicensable license to host, store, cache, use, display, reproduce, modify, adapt, edit, analyze, transmit, and distribute (“Handle”) Your Content during the Term. This license to Handle is solely for the purpose of us and our Providers providing you the Services.


We do not utilize Your Content to obtain any customer specific intelligence. Our scope of use of data in all instances is only for purposes of enhancing our Service for you.

ii. You agree that submission of any ideas, suggestions, documents, and/or proposals to truCX (“Feedback”) is at your own risk and that truCX has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to truCX a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable and transferable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback for any purpose.

c. truCX’s Rights. The Services utilizes technology, capabilities and contain certain materials provided by us as well as our licensors, including but not limited to, all proprietary LLM, content, information, software, images, text, graphics, illustrations, logos, and as applicable audio and video. truCX and its licensors reserve all ownership and Intellectual Property Rights to all parts of our Services. For the purposes of these Terms, “Intellectual Property Rights” means all (i) patents, patent disclosures, and inventions (whether patentable or not), (ii) trademarks, (iii) copyrights and copyrightable works (including computer programs), and rights in data and databases, and (iv) all other intellectual property rights, in each case whether registered or unregistered and including all applications for, and renewals or extensions of, such rights, and all similar or equivalent rights or forms of protection in any part of the world. Your use rights, as set out under Section 2 above are subject to compliance with these Terms and as applicable payment of the applicable fees.

d. Rights Granted to Third Parties

In addition to our right to sublicense Your Content to Providers for purposes of providing you the Services, you hereby acknowledge that Providers, pursuant to Providers’ terms, may be granted licenses to your data on the terms set out therein and truCX does not in any manner endorse or otherwise constrain what and how Providers utilize your data other than in respect of any sublicensing arrangements we have entered into directly with the Providers.

5. Aggregate Stats. truCX shall monitor your use of the Services, including the Platform, and collect and compile data and information related to all such use in an aggregate and anonymized manner, including to compile statistical and performance information related to the provision and operation of the Platform (“Aggregated Statistics”). Such Aggregated Statistics are wholly owned by the Company with all rights reserved and may be used for operating, developing, providing, promoting, and improving the Services.

6. Communications.By entering into these Terms or using the Services, you agree to receive communications from us, including via email, and/or push notifications. Communications from us may include, but are not limited to, operational communications concerning your Account or the use of the Services, updates concerning new and existing features on the Services, and news concerning truCX and industry developments.

7. Term and Termination

a. Term. These Terms commence on the earlier of the date you first sign an Order Form, open an Account to use the Services or the date when you accepted these Terms, and these Terms will remain in full force and effect while you use the Services, unless terminated earlier in accordance with this Section.

b. Termination by truCX. If you have breached any provision of these Terms or an Order Form, if truCX is required to do so by law (e.g., where the provision of the Services is, or becomes, unlawful), or if it is commercially impracticable for truCX to provide the Services, truCX has the right to, immediately and without notice, suspend or terminate any of the Services provided to you.

c. You agree that all terminations will be made in truCX’s sole discretion and that truCX will not be liable to you or any third party for any termination of your Account, provided that if applicable, truCX shall refund you any prepaid amount, on a pro-rata basis, for any duration of the term of subscription to our Service which remains after the termination of your Account.

d. Termination by You. Other than the clauses which survive any expiry or termination of these Terms, these Terms (with surviving terms excepted) shall not apply to you your notice to us requesting Services no longer be provided.

e. Effect of Termination. If Services are terminated for any reason, your use rights shall cease and you may not be able to access your Account and all related information or files associated with or inside your Account (or any part thereof) may be deleted. truCX will not have any liability whatsoever to you for any suspension or termination.

f. Survival. The following Sections shall survive any termination of your use right and the termination of an Order Form: This Section 7(f), Sections 4(a), 4(b)(ii), 4(c), 4(d), 7(e), 9, 10, 11, 12, 14, 16, and 19.

8. Changes to Terms
These Terms are subject to occasional revision by truCX. When changes are made, truCX will make a new copy of these Terms of Service available on its website. We will also update the date at the top of these Terms. If we make any substantial changes, and you have registered with us to create an Account, we will also send an email to you at the last e-mail address you provided to us to notify you. Any changes to these Terms will be effective immediately for new registered users of the Services and will be effective 30 days after posting notice of such changes on the website for existing registered users, provided that any material changes will be effective for registered users who have an Account with us upon the earlier of 30 days after posting notice of such changes on the website or 30 days after dispatch of an e-mail notice of such changes to registered users. truCX may require you to provide consent to the updated Terms in a specified manner before further use of the Services is permitted. IF YOU DO NOT AGREE TO ANY CHANGES AFTER RECEIVING A NOTICE OF SUCH CHANGE(S), YOU WILL STOP USING THE SERVICES. OTHERWISE, YOUR CONTINUED USE OF THE SERVICES CONSTITUTES YOUR ACCEPTANCE OF SUCH CHANGES.

9. Indemnity

a. Your Indemnification Obligation. You agree, to the extent permitted by law, to indemnify, defend, and hold harmless truCX, our directors, officers, stockholders, employees, licensors, providers and agents (“truCX Parties”) from and against any and all claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) (collectively, “Losses“) due to, arising out of, or relating in any way to: (a) your access to or use of the Services; (b) your breach of these Terms, any rights of another party or any applicable law or regulation; or (c) your negligence or willful misconduct. truCX reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with truCX in asserting any available defenses. You agree that the provisions in this section will survive any termination of your Account, these Terms and/or your access to the Services.

b. Indemnification by truCX. truCX will defend, indemnify and hold harmless each you and as applicable your officers, directors, employees, contractors and licensors (collectively, “Subscriber Indemnitees”), from and against any costs, damages (including reasonable attorneys’ fees) that are awarded in final judgment against or paid in settlement in connection with any action or suit brought against a Subscriber Indemnitee by a third party based upon a third-party claim that (i) the Services, as provided by truCX pursuant to these Terms (exclusive of any Your Content), infringe any Intellectual Property Rights or misappropriate any trade secret, or (ii) arises from or relate to the gross negligence, willful misconduct, fraud or more culpable acts or omissions of truCX, violation of applicable law by truCX, or any breach by truCX of any of its representations or warranties hereunder. Subscriber Indemnitees agree to provide truCX reasonable cooperation, at truCX’s expense, in the defense and settlement of such claim, and truCX shall have sole authority to defend or settle such claim, provided (y) no settlement shall require payment or a confession or admission of fault by any Subscriber Indemnitees or require any Subscriber Indemnitee to take (or refrain from taking) any action without the applicable Subscriber Indemnitee’s prior written consent and (z) if such claim relates to any Intellectual Property Rights of the Subscriber Indemnitees, the Subscriber Indemnitees shall have sole control of the defense and settlement of such claim.

c. Injunctions. If your use of the Services is, or in truCX’s reasonable opinion is likely to be, enjoined due to claims specified in Section9(b), then truCX may at its sole option and expense (without limiting truCX’s indemnity obligation to Subscriber Indemnitees): (i) replace or modify the Services to make them non-infringing and of substantially equivalent functionality; (ii)procure for you the right to continue using the Services under these Terms; or (iii) terminate your rights and truCX’s obligation under these Terms with respect to Services and refund to you a pro-rata portion of the fees paid in advance by you in respect of the Services.

d. Exclusions. Notwithstanding the terms of Sections 9(b) (Indemnification by truCX) and 9(c) (Injunctions), truCX will have no liability for any infringement or misappropriation claim of any kind to the extent that it results from: (a) any modification or alteration of the Services by Subscriber Indemnitee or existing employees, agents or contractors other than as permitted in these Terms, or any user’s failure to reasonably safeguard login credentials, if such claim would not have occurred but for such modification or alteration, or (b) Subscriber’s or a user’s use of the Services other than as permitted in these Terms.

e. Sole Remedy. THE FOREGOING STATES THE ENTIRE OBLIGATION OF TRUCX AND ITS OFFICERS, DIRECTORS, EMPLOYEES, PERMITTED CONTRACTORS, AND LICENSORS WITH RESPECT TO ANY INFRINGEMENT OR MISAPPROPRIATION OF SUCH THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS.

10. Disclaimer of Warranties and Conditions.

a. You expressly understand and agree that, to the extent permitted by applicable law, your use of the Services is at your sole risk, and the Services are provided on an “as is” and “as available” basis, with all faults. truCX expressly disclaims all warranties, representations, and conditions of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

b. Except as explicitly provided hereunder, truCX makes no representation, warranty, or condition with respect to the Services, including but not limited to, the quality, effectiveness, and other characteristics of the Services, and of those of the Providers. Except as provided under a service level agreement, truCX makes no representation or warranty that the Services will be uninterrupted, error-free, or timely. The Services may be subject to delays, cancellations and other disruptions.

c. No advice or information, whether oral or written, obtained from truCX or through the Services will create any warranty not expressly made in these terms.

d. Unless you have limited the traffic flow to certain limits, we do not stop incoming voice calls to our Platform. As such, you are responsible for payment of all the minutes utilized on our Platform, regardless of whether the voice traffic exceeded your contemplation.

11. Limitation of Liability

a. Disclaimer of Certain Damages. TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL A PARTY BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR USE, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICE, IN EACH CASE WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE SERVICES.

b. Cap on Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY WILL NOT BE LIABLE BEYOND THE GREATER OF (i) $100 USD, (ii) THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE DATE OF THE ACTIVITY GIVING RISE TO THE CLAIM. THESE LIMITATIONS AND EXCLUSIONS REGARDING DAMAGES APPLY EVEN IF ANY REMEDY FAILS TO PROVIDE ADEQUATE COMPENSATION.

SOME COUNTRIES, STATES, PROVINCES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OF LIABILITY AS STATED IN THIS SECTION, SO THE TERMS HEREIN MAY NOT FULLY APPLY TO YOU.

c. Exceptions to Liability Cap. Sections 11(a) and (b) shall not apply to your indemnification obligations.

12. Governing Law and Dispute Resolution

a. Governing Law. These Terms and all related orders and subscriptions related hereto, and all matters arising out of or relating to these Terms, are governed by, and construed in accordance with, the laws of the Commonwealth of Pennsylvania, without giving effect to the conflict of laws provisions thereof.

b. Arbitration. You and truCX agree that any controversy, allegation, or claim that arises out of or relates to the Service and these Terms between you and TruCX (collectively, a “Dispute”) will be resolved by binding arbitration rather than in court except for any claim for equitable relief. The arbitration will be administered by the American Arbitration Association (“AAA”), in accordance with the AAA Commercial Arbitration Rules then in effect in Chester County, PA, by one arbitrator alone and such arbitrator will have exclusive authority to resolve any dispute, including, without limitation, disputes arising out of or related to the interpretation or application of this Section 12, including the enforceability, revocability, scope, or validity of the arbitration requirement or any portion of this Section 12.

c. Waiver of Jury Trial. YOU AND truCX HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and truCX are instead electing that all disputes will be resolved by arbitration under these Terms, except as set out under Section 9(c) above.

d. Waiver of Class and Other Non-Individualized Relief. YOU AND truCX AGREE THAT, EXCEPT AS SPECIFIED IN SECTION, EACH OF US MAY BRNG CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS, AND THE PARTIES HEREBY WAIVE ALL RIGHTS TO HAVE ANY DISPUTE BE BROUGHT, HEARD, ADMINISTERED, RESOLVED, OR ARBITRATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR MASS ACTION BASIS.

13. International Use

The Services can be accessed from countries around the world and may contain references to features and services that are not available in your country. truCX makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with local law. If you are using the Services and are not in the United States, you agree that the location for dispute resolution is acceptable to you and that you will not challenge the forum as being inconvenient for you.

14. Severability, Waiver

If any provision of these Terms is found unenforceable, then that provision will be severed from these Terms and not affect the validity and enforceability of any remaining provisions. Any waiver or failure to enforce any provision of these Terms on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.

15. Export Control

You acknowledge and agree that products, services or technology provided by truCX are subject to the export control laws and regulations of the United States. You will comply with these laws and regulations and will not, without prior U.S. government authorization, export, re-export, or transfer truCX products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.

16. Notice

All notices required or permitted under these Terms will be in writing, will reference these Terms, and will be deemed given when sent by email to [email protected], on the date the email was sent if sent during normal business hours of the receiving party, and on the next business day if sent after normal business hours of the receiving party.

17. Assignment

These Terms, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without truCX’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. truCX may assign these Terms and any other right or obligation to a party without any consent or notification requirement to you.

18. Force Majeure

truCX will not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes or shortages of transportation facilities, fuel, energy, labor or materials.

19. Final Terms

These Terms, along with any truCX ordering document that you have executed, make up the final, entire, and exclusive agreement between you and truCX with respect to the subject matter hereof and supersede any prior agreements and discussions, both written and oral, with respect to such subject matter. No purchase order or other document issued by you in respect of our Services shall control.

20. Contact Us

truCX welcomes comments, questions, concerns, or suggestions. Please send us any inquiries at https://trucx.net/contact-us/ or find more information about us by visiting www.trucx.net.