Terms and Conditions

BlackLine Logic provides AI-supported and automated business services that may include:

• AI receptionists;
• AI assistants;
• Call routing;
• Call recording and transcription;
• Communication summaries;
• Appointment scheduling;
• Calendar integrations;
• Lead capture and qualification;
• Customer follow-up;
• Email and text-message automation;
• Missed-call responses;
• CRM automation;
• Document and data processing;
• Internal notifications;
• Reporting;
• n8n workflows;
• Custom integrations;
• Custom AI agents; and
• Other agreed business automations.

The specific services provided to a Client will be described in an accepted proposal, Order Form, statement of work, service description, or other written agreement.

BlackLine Logic is not required to provide features, integrations, usage levels, or services that are not included in the applicable written agreement.

These Terms apply generally to our website and services.

Clients may also enter into a:

• Services Agreement;
• Master Services Agreement;
• Order Form;
• Statement of Work;
• Proposal;
• Data-processing agreement; or
• Other written agreement with BlackLine Logic.

Those documents are incorporated into the parties’ agreement where applicable.

If these Terms conflict with a signed Services Agreement or Order Form, the signed document controls concerning the conflicting subject.

You must be at least 18 years old and legally capable of entering into a binding contract to purchase or administer BlackLine Logic services.

If you accept these Terms on behalf of a business, you represent that:

• You are authorized to act for the business;
• The information you provide is accurate;
• The business will comply with these Terms; and
• You have authority to provide BlackLine Logic with access to the systems and information involved in the services.

Clients are responsible for:

• Providing accurate account information;
• Designating authorized users;
• Protecting account credentials;
• Limiting access to appropriate personnel;
• Removing access from former employees and contractors;
• Maintaining secure devices and systems; and
• Promptly notifying BlackLine Logic of suspected unauthorized access.

Clients are responsible for activity performed through their accounts and by their employees, contractors, representatives, and authorized users.

Account credentials may not be shared with unauthorized individuals.

BlackLine Logic may suspend access when we reasonably believe an account has been compromised or presents a security risk.

Implementation may require the Client to provide:

• Business information;
• Workflow instructions;
• Telephone-system access;
• Calendar access;
• Email access;
• CRM access;
• Website or form access;
• Software credentials;
• API credentials;
• Scheduling rules;
• Approved scripts;
• Frequently asked questions;
• Employee availability;
• Test data; and
• Other information reasonably necessary to configure the services.

The Client represents that it has the right to provide all information, instructions, credentials, and system access supplied to BlackLine Logic.

Implementation dates are estimates unless expressly guaranteed in writing. Delays caused by missing information, unavailable employees, inaccessible systems, third-party providers, or Client-requested changes may extend the implementation timeline.

BlackLine Logic is not responsible for delays resulting from the Client’s failure to provide timely cooperation or access.

The Client’s Order Form or proposal may identify:

• Selected package;
• Included services;
• Active workflows;
• Authorized integrations;
• Number of users;
• Included usage;
• Monthly subscription price;
• Per-user charges;
• Usage-based charges;
• Implementation fees;
• Initial term;
• Renewal terms;
• Support level; and
• Special conditions.

Adding users, locations, workflows, integrations, telephone numbers, usage, or functionality may result in additional charges.

BlackLine Logic will not charge for a material expansion outside the agreed services without notifying the Client of the applicable pricing.

BlackLine Logic may offer the following subscription arrangements:

Six-Month Commitment

A Client that selects a six-month initial commitment may receive implementation without a separate implementation fee when stated in the applicable Order Form.

The Client agrees to pay all subscription charges due during the six-month initial term.

After the initial term, the subscription may renew month-to-month unless the Order Form states otherwise.

Month-to-Month Service

A Client may select month-to-month service when available. Month-to-month service may require a separate, nonrefundable implementation fee.

The amount of any implementation fee will be disclosed before purchase.

Custom Terms

Different commitment periods, fees, or renewal arrangements may be established in an Order Form signed or otherwise accepted by both parties.

Unless an Order Form states otherwise, a six-month subscription will automatically continue month-to-month after the initial term.

Following the initial commitment, either party may terminate month-to-month service by providing at least 30 days’ written notice.

Cancellation notices must be sent to blacklinelogic@outlook.com or submitted through another cancellation method expressly provided by BlackLine Logic.

Cancellation does not erase charges already incurred or amounts owed for the remainder of an applicable committed term.

Unless required by law or stated in an Order Form, partial months are not prorated.

If a Client cancels during a committed term without a contractual basis for termination, the remaining subscription payments for that term may become due as provided in the applicable Services Agreement or Order Form.

Either party may terminate for a material breach if the breaching party does not cure the breach within 30 days after receiving written notice describing it.

BlackLine Logic may immediately suspend or terminate services when reasonably necessary because of:

• Illegal activity;
• Fraud or suspected fraud;
• Security threats;
• Abuse of the services;
• Unauthorized access;
• Material nonpayment;
• Violation of communications laws;
• Infringement of third-party rights; or
• Conduct presenting material risk to BlackLine Logic, its providers, clients, or other individuals.

The Client agrees to pay all fees specified in the applicable Order Form, proposal, invoice, or service agreement.

Fees may include:

• Monthly subscription charges;
• Per-user charges;
• Implementation fees;
• Usage-based charges;
• Telephone and messaging charges;
• AI-processing charges;
• Additional workflow charges;
• Integration charges;
• Support charges;
• Taxes; and
• Other agreed charges.

Invoices and payments may be processed through QuickBooks or another disclosed payment provider.

Payment is due on the date stated on the invoice. The Client authorizes applicable recurring charges when automatic payment is selected.

The Client is responsible for keeping billing and payment information current.

Except where required by law or expressly stated in writing, fees already paid are nonrefundable.

Past-due balances may result in:

• Service suspension;
• Automation deactivation;
• Loss of access;
• Delayed support;
• Reasonable collection costs; or
• Termination.

BlackLine Logic may charge a reasonable late fee when disclosed in the applicable agreement or invoice and permitted by law.

The Client is responsible for reasonable costs incurred to collect undisputed past-due amounts, to the extent permitted by law.

Certain services may generate variable costs based on:

• Telephone minutes;
• AI voice minutes;
• Call volume;
• Text messages;
• Email volume;
• AI model usage;
• Workflow executions;
• Data processing;
• Storage;
• Third-party API usage; or
• Other metered activity.

Included usage and applicable overage rates will be described in the Client’s Order Form or pricing documentation when relevant.

BlackLine Logic may notify the Client of unusually high usage but is not required to provide real-time usage alerts unless expressly agreed.

The Client remains responsible for authorized usage generated through its system.

BlackLine Logic uses or may integrate with third-party services, including:

• Twilio;
• OpenAI;
• n8n;
• Vercel;
• QuickBooks;
• Client calendars;
• Client email providers;
• CRM systems;
• Scheduling platforms; and
• Other Client-authorized applications.

Third-party services are governed by their own terms, policies, technical limitations, availability, and pricing.

BlackLine Logic does not control and cannot guarantee the continued availability, security, compatibility, or performance of third-party services.

BlackLine Logic is not responsible for outages, data loss, API changes, pricing changes, policy changes, account restrictions, or service discontinuation caused by a third party outside our reasonable control.

If a required integration materially changes or becomes unavailable, BlackLine Logic may:

• Modify the workflow;
• Recommend an alternative;
• Adjust the service;
• Adjust pricing with notice; or
• Terminate the affected service if no commercially reasonable alternative is available.

Artificial intelligence and automated systems are probabilistic technologies and may occasionally:

• Misunderstand a request;
• Misinterpret a conversation;
• Generate inaccurate information;
• Omit important details;
• Select an incorrect date or time;
• Fail to complete an action;
• Produce an unexpected result;
• Route information incorrectly; or
• Require human intervention.

BlackLine Logic uses commercially reasonable efforts to configure and test its systems, but does not guarantee that AI-generated content or automated actions will always be accurate, complete, or error-free.

The Client is responsible for:

• Reviewing important outputs;
• Maintaining reasonable human oversight;
• Correcting known errors;
• Maintaining accurate source information;
• Establishing escalation procedures; and
• Identifying decisions that should not be automated.

Unless expressly agreed in writing with appropriate safeguards, the services may not be used as the sole decision-maker for:

• Medical diagnosis or treatment;
• Legal advice;
• Financial or investment advice;
• Credit or lending decisions;
• Employment decisions;
• Insurance eligibility;
• Emergency response;
• Safety-critical operations;
• Law-enforcement decisions; or
• Other decisions that could materially affect an individual’s rights, health, safety, or financial condition.

BlackLine Logic does not provide legal, medical, accounting, financial, or other licensed professional advice.

Certain services may record, monitor, transcribe, summarize, or analyze telephone calls or other communications.

The Client is responsible for:

• Determining which recording and consent laws apply;
• Providing legally required disclosures;
• Obtaining legally required consent;
• Informing employees and callers when required;
• Establishing lawful retention periods;
• Responding to recording-related requests; and
• Using recordings and transcripts lawfully.

BlackLine Logic may assist with the technical implementation of a disclosure message, but does not determine the Client’s legal obligations.

The Client may not disable or circumvent a required recording disclosure configured as part of the service.

The Client may use the services to send text messages, emails, reminders, confirmations, or other automated communications only when legally permitted.

The Client is responsible for:

• Obtaining required consent;
• Maintaining evidence of consent;
• Honoring opt-out requests;
• Using accurate sender information;
• Following applicable calling and messaging restrictions;
• Maintaining required do-not-contact lists; and
• Ensuring message content is lawful and not misleading.

Recipients may reply STOP to opt out of applicable text messages and HELP for assistance when supported.

Consent to receive marketing messages may not be required as a condition of purchasing goods or services where prohibited by law.

Mobile opt-in information and consent records may not be sold or used for unrelated third-party marketing.

BlackLine Logic may suspend a messaging workflow that generates excessive complaints, carrier violations, unlawful communications, or provider enforcement action.

“Client Content” includes information, documents, recordings, scripts, prompts, customer data, business rules, trademarks, and other materials provided or made available by the Client.

The Client retains ownership of its Client Content.

The Client grants BlackLine Logic a limited right to access, process, reproduce, transmit, modify, and use Client Content only as reasonably necessary to:

• Provide the services;
• Configure and test workflows;
• Maintain and support the services;
• Prevent fraud and security threats;
• Comply with law; and
• Perform other activities authorized by the Client.

The Client represents that it has all rights, permissions, notices, and consents necessary for BlackLine Logic to process Client Content as instructed.

Each party may receive confidential or proprietary information belonging to the other.

Each party agrees to:

• Use confidential information only for the parties’ business relationship;
• Provide access only to people who reasonably need it;
• Use reasonable safeguards to protect it; and
• Avoid unauthorized disclosure.

Confidential information does not include information that:

• Was already lawfully known without a confidentiality obligation;
• Becomes public through no breach;
• Is received lawfully from a third party;
• Is independently developed without using the confidential information; or
• Must be disclosed by law.

When legally permitted, a party required to disclose confidential information will provide reasonable advance notice to the other party.

BlackLine Logic retains ownership of its preexisting and independently developed:

• Software;
• Code;
• n8n workflow structures;
• Automation frameworks;
• Prompts;
• Templates;
• Scripts;
• Methods;
• Processes;
• Documentation;
• System architecture;
• Integration techniques;
• Libraries;
• Generalized workflows;
• Branding; and
• Other intellectual property.

Unless an Order Form expressly provides otherwise, the Client receives a limited, nonexclusive, nontransferable, revocable right to use the services during the paid subscription term.

The Client may not:

• Copy or resell BlackLine Logic technology;
• Reverse-engineer the services;
• Attempt to obtain source code;
• Remove ownership notices;
• Provide unauthorized access to another business;
• Use the services to create a directly competing product; or
• Claim ownership of BlackLine Logic’s underlying technology.

BlackLine Logic may reuse general skills, ideas, methods, code components, templates, and nonconfidential workflow techniques developed during an engagement, provided that we do not disclose the Client’s confidential information.

If you provide suggestions, ideas, or feedback concerning our services, BlackLine Logic may use that feedback without restriction or compensation, provided we do not publicly identify you or disclose confidential Client information without permission.

You may not use the website or services to:

• Violate any law or regulation;
• Commit fraud or deception;
• Harass, threaten, or harm another person;
• Send unlawful spam;
• Make unlawful robocalls or send unlawful automated texts;
• Record communications unlawfully;
• Infringe intellectual-property or privacy rights;
• Collect information without required notice or consent;
• Transmit malware or harmful code;
• Circumvent access or security controls;
• Gain unauthorized access to an account or system;
• Interfere with service performance;
• Generate deceptive impersonations;
• Facilitate discrimination or unlawful profiling;
• Process prohibited sensitive information without written approval;
• Conduct unlawful surveillance; or
• Engage in another activity that creates unreasonable legal, operational, or reputational risk.

BlackLine Logic may investigate suspected violations and suspend or terminate affected services.

Unless BlackLine Logic expressly agrees otherwise in writing, Clients may not intentionally use the services to process:

• Social Security numbers;
• Complete payment-card information;
• Online banking credentials;
• Medical records or protected health information;
• Biometric identifiers;
• Government identification numbers;
• Children’s information;
• Highly sensitive financial information; or
• Information subject to specialized regulatory requirements.

Additional agreements, safeguards, or pricing may be required before processing regulated information.

Our collection and processing of personal information are described in the BlackLine Logic Privacy Policy.

The Privacy Policy is incorporated into these Terms.

Clients are responsible for maintaining their own privacy notices and making required disclosures to their customers, employees, and other individuals.

A Client’s privacy policy must accurately describe its use of BlackLine Logic services where required.

BlackLine Logic will provide the support included in the Client’s selected package.

Minor modifications may be included when stated in the applicable service description or Order Form.

A request may be treated as additional work when it:

• Creates a new workflow;
• Adds an integration;
• Materially expands functionality;
• Changes system architecture;
• Requires significant development;
• Adds a new location or department; or
• Exceeds the included support level.

BlackLine Logic will disclose applicable additional charges before beginning material work outside the purchased services.

BlackLine Logic will use commercially reasonable efforts to provide reliable services.

Services may occasionally be unavailable because of:

• Scheduled maintenance;
• Third-party outages;
• Internet failures;
• Telecommunications failures;
• API changes;
• Software updates;
• Security incidents;
• Infrastructure failures;
• Force majeure events; or
• Circumstances outside our reasonable control.

Unless a separate service-level agreement expressly states otherwise, BlackLine Logic does not guarantee uninterrupted service or 100% uptime.

BlackLine Logic may offer experimental, pilot, beta, or test features.

These features may be modified, suspended, or discontinued at any time and may be less reliable than generally available services.

Beta or test features are provided “as is” unless otherwise agreed in writing.

BlackLine Logic provides systems intended to improve efficiency, responsiveness, scheduling, communication, and business operations.

We do not guarantee:

• Increased revenue;
• Cost or labor savings;
• Lead conversion;
• Appointment volume;
• Customer acquisition;
• Employee productivity;
• Customer satisfaction;
• Regulatory compliance;
• Error-free results; or
• Any particular financial outcome.

Examples, demonstrations, projections, and case studies are illustrative unless a specific result is expressly guaranteed in writing.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE WEBSITE AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

BLACKLINE LOGIC DISCLAIMS ALL WARRANTIES NOT EXPRESSLY PROVIDED IN WRITING, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

BLACKLINE LOGIC DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, COMPLETELY SECURE, OR ERROR-FREE, OR THAT EVERY AI OUTPUT OR AUTOMATED ACTION WILL BE ACCURATE.

Some jurisdictions do not permit certain warranty exclusions, so portions of this section may not apply.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, BLACKLINE LOGIC WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, LOST BUSINESS, OR LOST OPPORTUNITIES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, BLACKLINE LOGIC’S TOTAL AGGREGATE LIABILITY ARISING FROM THE WEBSITE OR SERVICES WILL NOT EXCEED THE AMOUNT THE CLIENT PAID TO BLACKLINE LOGIC DURING THE SIX MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

These limitations do not apply to liability that cannot legally be limited.

The Client agrees to defend, indemnify, and hold harmless BlackLine Logic and its owners, employees, contractors, and representatives from third-party claims, damages, liabilities, penalties, and reasonable costs arising from:

• The Client’s unlawful use of the services;
• Client Content or instructions;
• Failure to obtain legally required consent;
• Violation of recording, privacy, calling, or messaging laws;
• Infringement caused by Client-provided materials;
• Misuse by the Client’s authorized users; or
• The Client’s material breach of these Terms.

BlackLine Logic will provide reasonable notice of an indemnified claim and reasonable cooperation, at the Client’s expense.

Upon termination:

• The Client’s right to use the services ends;
• BlackLine Logic may disable automations and integrations;
• Outstanding balances remain due;
• The Client should revoke BlackLine Logic’s access to its systems;
• Each party remains responsible for obligations arising before termination; and
• Terms intended to survive termination remain effective.

Where technically feasible and contractually required, BlackLine Logic may provide an export of Client-owned data maintained directly by BlackLine Logic.

Exports may be subject to reasonable fees, technical limitations, third-party restrictions, and legal requirements.

Neither party is responsible for delays or failures caused by events outside its reasonable control, including:

• Natural disasters;
• Severe weather;
• Fire;
• War;
• Civil disturbance;
• Government action;
• Labor disruption;
• Utility failure;
• Internet or telecommunications outage;
• Cyberattack;
• Public-health emergency; or
• Widespread third-party platform failure.

This section does not excuse payment obligations for services already provided.

BlackLine Logic is an independent contractor.

Nothing in these Terms creates an employment, agency, partnership, franchise, fiduciary, or joint-venture relationship between BlackLine Logic and a Client.

These Terms are governed by the laws of the State of Missouri, without regard to conflict-of-law rules.

Subject to any valid dispute-resolution provision in a signed agreement, legal proceedings arising from these Terms or the services must be brought in a court of competent jurisdiction located in Missouri.

Notices to BlackLine Logic must be sent to:

Email: blacklinelogic@outlook.com

Phone: 816-315-7562

Website: blacklinelogic.com

Legal, termination, or privacy notices should be sent by email with a subject line that clearly identifies the nature of the notice.

Notices to a Client may be sent to the primary email address listed on the Client’s account, agreement, or Order Form.

You consent to receive agreements, invoices, notices, and other business communications electronically.

Electronic signatures, electronic acceptance, and electronically transmitted agreements have the same effect as original signatures to the extent permitted by law.

The Client may not assign its rights or obligations under these Terms without BlackLine Logic’s prior written consent.

BlackLine Logic may assign these Terms as part of a merger, acquisition, restructuring, financing, sale of assets, or transfer of the applicable business.

If any provision of these Terms is found unenforceable, that provision will be enforced to the maximum extent legally permitted and the remaining provisions will remain effective.

Failure to enforce a provision of these Terms does not waive the right to enforce that provision or another provision later.

BlackLine Logic may update these Terms to reflect changes in:

• Our services;
• Our technology;
• Our providers;
• Applicable laws; or
• Our business practices.

Updated Terms will be posted with a revised “Last Updated” date.

Material changes affecting an active committed subscription will not override a signed Order Form or Services Agreement unless permitted by that agreement or accepted by the Client.

Continued use of month-to-month services after revised Terms become effective constitutes acceptance where permitted by law.

These Terms, our Privacy Policy, and any applicable Services Agreement, Order Form, proposal, or statement of work constitute the agreement between BlackLine Logic and the Client concerning the services.

They supersede prior discussions or representations concerning the same subject matter.

Questions about these Terms may be directed to:

BlackLine Logic

Email: blacklinelogic@outlook.com

Phone: 816-315-7562

Website: blacklinelogic.com