This Standard Definitions page lists all of Techalpha’s services and defines their chargeable events.

1. General Definitions

1.1. "Authorized User" means any employee, contractor, or agent of the Partner who is authorized to access the Platform using a unique identifier (email/password) provided by the Partner.
1.2 "API" (Application Programming Interface) means the set of commands, functions, protocols, and objects that the Provider makes available to the Partner to interact programmatically with the Services.
1.3 "Content" means the text, audio, image, video, or other data transmitted by the Partner to End Users via the Services (e.g., the body of an SMS or the audio of a voice call).
1.4 "End User or Subscriber" means the final recipient of the Content (e.g., the mobile subscriber receiving the SMS or the person answering the voice call).
1.5 “Enterprise Client” means a Partner with a minimum committed monthly spend of [Amount] or explicitly designated as such in an Order Form. All other Partners are Self-Service Clients.
1.6 "Network" means the global telecommunications infrastructure, including mobile network operators (MNOs) and intermediary carriers, used to deliver Services.
1.7 “Order Form” means a written or electronic ordering document executed by the Parties that specifies the Services to be provided, the Fees, and any specific commercial terms.
1.8 “Parties” For the purposes of this Agreement, the terms 'Provider' and 'Customer' shall be defined according to the Relationship Election made by the Parties in the Preamble (Option A or Option B). All other capitalized terms are defined in the Standard Definitions Page.

2. Messaging Services (SMS/MMS/RCS)

2.1. Service Description

2.1.1 "Messaging Services" means enabling the programmatic processing and transmission of alphanumeric messages via Provider’s APIs to carrier networks.
2.1.2 “Application-to-Person (A2P)” means traffic sent from a software application (the Partner) to a mobile subscriber.
2.1.3 “Sender ID” means the alphanumeric string (e.g., "MyBrand") or numeric string (e.g., "18005551234") displayed on the End User’s device as the sender of the message.
2.1.4 “WhatsApp Business API” means the hosted access to Meta’s WhatsApp Business Platform. Use is subject to Meta’s Business Solution Terms.

2.2. Technical Particulars

2.2.1 “Concatenation” means the standard SMS messages are limited to 160 characters (GSM-7 encoding). Messages exceeding this limit will be split into multiple segments ("parts") and reassembled on the End User's device.
2.2.2 “Throughput” means the rate at which messages are processed, typically measured in Messages Per Second (MPS).
2.2.3 “Downtime” means (i) Partner and/or End User (collectively, the “Users”) are unable to access the ReplyCX PLATFORM (the “Product”) by means of a web browser and/or API as a result of failure(s) in the Product or architecture, or (ii) anytime the Product does not conform to the Specifications.
2.2.4 “Monthly Uptime Percentage” means the total number of minutes in a calendar month minus the number of minutes of Downtime suffered in a calendar month, divided by the total number of minutes in a calendar month.
2.2.5 “Error” means a failure of the Product to conform to the published specifications, resulting in the inability to use, or material restriction in the use of, the Product.
2.2.6 “Escalation” means the process by which ReplyCX will work continuously, and at multiple levels of its organization, to resolve an Error if not resolved within the specified Resolution Time.
2.2.7 “Start Time” means the time at which ReplyCX first becomes aware of an Error during ReplyCX regular business hours, following the initiation of a Support case by a User in accordance.
2.2.8 “System Updates” mean the updates the team may push during early AM IST, which is late night in the USA.
2.2.9 “Resolution times” apply if the system is not working as expected. Our internal QA process ensures the product is in working order prior to production release.

2.3. Chargeable Events (Billing)

2.3.1 “Billable Unit” means the chargeable event fee per Message Segment.
2.3.2 “Concatenation Billing” means the chargeable event fee if a message exceeds 160 characters; each segment is billed as a separate Chargeable Event.
2.3.3 “Service Credit” means the number of days that ReplyCX will add to the end of the Term, at no charge to the Users.
2.3.4 “Chargeable Status” means that Services are billable upon "Successful Submission" to the Provider's immediate downstream carrier partner, regardless of final handset delivery status (unless "Delivery-Based Billing" is explicitly agreed in the Order Form). This accounts for network fees incurred by Provider even if the End User is out of range.
2.3.5 “Product Level Warranty”. During the Term, the Product will be operational and available to the Users at least 99.0% of the time in any calendar month (“Service Level Warranty”). If the Monthly Uptime Percentage does not meet the Service Level Warranty in any calendar month, then the Users will be eligible to receive Service Credit as follows:

Monthly Uptime Percentage Days Credited

3. Voice Services (IVR/OBD/SIP)

3.1. Service Description

3.1.1 "Voice Services" means services including inbound call routing (IVR), automated outbound dialing (OBD), and SIP Trunking.3.1.2 “Caller Line Identity (CLI)” means the phone number presented to the called party (End User).3.1.3 “SIP Trunking” means a virtual connection between the Partner’s Private Branch Exchange (PBX) and the Provider’s network using the Session Initiation Protocol (SIP).

3.2. Chargeable Events (Billing)

3.2.1 “Billable Unit” means the duration of the call routed by or through TechAlpha Group.3.2.2 “Measurement” means the usage calculated based on the duration of the Connected Call Leg.3.2.3 “Increments” means calls that are billed in increments of [X] seconds (e.g., 60/60 or 6/6), rounded up to the nearest increment.3.2.4 “Minimum Duration” means the minimum charge equivalent to one full increment applies to every connected call.3.2.5 “Dispute Window” means the fifteen (15) day window within which Partner must submit a dispute for any invoice or usage metric data. After the expiration of the Dispute Window, all usage data is considered final and binding.

4. ReplyCX Platform (SaaS & AI)

4.1. Service Description

4.1.1 ReplyCX Platform: A cloud-based customer experience software suite including a unified inbox, chatbot builder, and analytics dashboard.4.1.2 AI Automation Services: The use of generative artificial intelligence models (LLMs) to process inputs and generate automated responses.

4.2. Strategic Billing Model: “Conversations”

4.2.1 Definition: A "Conversation" is a discrete session of communication between the Partner and an End User.4.2.2 Session Start: The 24-hour session timer begins the moment the first message is delivered in a thread.4.2.3 Session Expiry: The session strictly expires 24 hours after the Session Start.4.2.4 New Chargeable Event: Any message sent after the 24-hour window automatically initiates a new, billable Conversation.4.2.5 Inclusions: One Conversation fee covers all interactions within that 24-hour window (excluding carrier fees for SMS/WhatsApp where applicable).

4.3. Strategic Billing Model: “AI Tokens & Multipliers”

4.3.1 Token Definition: A unit of data processed by the AI engine, roughly equal to 4 characters or 0.75 words.4.3.2 Consumption Calculation: (Input Tokens + Output Tokens) = Total Consumed Tokens.4.3.3 Weighted Multiplier: To account for the variance in cost between AI models (e.g., GPT-4 vs. GPT-4o-mini), usage is deducted from the Partner's balance using a Multiplier:4.3.3.1 Standard Model: 1 Token Used = 1 Credit Deducted.4.3.3.2 Advanced Model: 1 Token Used = [X] Credits Deducted (as defined in the current Service Catalog).4.3.4 Overage: Usage exceeding the monthly Token Allowance is billed at the Overage Rate specified in the Order Form.

5. Compliance and Data Rights

5.1 Regulatory Compliance

5.1.1 "10DLC" (10-Digit Long Code): "A standard 10-digit North American phone number used for A2P (Application-to-Person) messaging."
5.1.2 "Campaign Registry" (TCR): "The central hub for registering A2P 10DLC messaging campaigns in the United States."
5.1.3 "Sanctioned Person": "Any person or entity on the OFAC Specially Designated Nationals (SDN) list or similar government watchlists."

5.2 Data Licenses

5.2.1 Service Provision License: Partner grants TechAlpha Group a royalty-free license to use, transmit, and display Customer Data (including phone numbers and message content) solely as necessary to route such data to Carriers and Third-Party Platforms (e.g., Meta/WhatsApp) for delivery.
5.2.2 AI Improvement License: Partner grants TechAlpha Group a license to use anonymized and aggregated interaction data to train, debug, and improve the AI models powering the Platform.

6. Disclaimers, Limitations of Liability and Indemnification

6.1 OUR TOTAL LIABILITY FOR ALL TYPES OF DAMAGES AND/OR LOSSES SHALL NOT EXCEED THE AMOUNT THAT CORRESPONDS TO THE TOTAL FEES PAID BY YOU TO US UNDER THE AGREEMENT6.2. NOTHING CONTAINED WITHIN THIS AGREEMENT EXCLUDES OR LIMITS:A) EITHER PARTY’S LIABILITY FOR: DEATH OR PERSONAL INJURY TO PERSONS RESULTING FROM: NEGLIGENCE; WILFUL MISCONDUCT; FRAUD OR FRAUDULENT MISREPRESENTATION; OR ANY OTHER LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW.B) YOUR LIABILITY FOR INDEMNITY CLAIMS UNDER SECTION 11.5; YOUR BREACH OF SECTIONS IN THIS AGREEMENT REGULATING YOUR OBLIGATIONS WITH RESPECT TO CONTENT, CONFIDENTIALITY, WARRANTIES AND DISCLAIMERS AND PAYMENT TERMS.6.3. IN NO EVENT WILL WE OR OUR AFFILIATES BE LIABLE FOR (A) ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL DAMAGES, PUNITIVE OR EXEMPLARY DAMAGES, ANY REGULATORY FINES OR PENALTIES, ANY FINANCIAL/ECONOMIC LOSS OR FOR LOST OR ANTICIPATED REVENUES OR PROFITS OR WASTED EXPENDITURE ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT, NOTWITHSTANDING WHETHER ARISING DIRECTLY OR INDIRECTLY; (B) ANY DAMAGES RESULTING FROM INACCURATE CONTENT, INACCURATE DATA PROVIDED BY YOU, OR TRANSMISSION ERRORS EXTERNAL TO THE OUR PLATFORM; OR (C) ANY THIRD PARTY CLAIMS AGAINST YOU.6.4. The Parties agree that the liability cap limitation(s) stated in this Section apply to all remedies, are not cumulative, and they may not be combined with any other liability cap limitation(s) so as to increase the total liability in any particular occurrence or series of occurrences.6.5. You agree to indemnify and hold TechAlpha, its officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries and affiliates, harmless from and against but not limited to all losses, damages, liabilities, settlements, regulatory penalties, costs and expenses (including reasonable attorneys’ and professionals’ fees and other legal expenses), made against TechAlpha by any third party due to, arising out of or in connection with your (i) breach of this Agreement, (ii) breach by or on behalf of You of any third party’s intellectual property rights or (iii) iii) content violating applicable laws or this Agreement.6.6. TechAlpha Group will not be in any way liable for the content of any Chargeable Events sent or transmitted using the Service and the full responsibility for their content shall rest on Partner. Partner must observe all relevant legislation and regulations applicable in your jurisdiction and in the jurisdiction of all persons with whom you communicate directly when using the Service.6.7. Notwithstanding the foregoing, Partner acknowledges that it will be solely responsible for any legal liability arising out of or relating to the Content (whether transmitted on your own or on any third party’s behalf).6.8. Each party acknowledges that neither Partner, nor TechAlpha Group, have entered into the Agreement on the basis of or in reliance upon any representation (save for any representation made fraudulently), warranty or other term except as otherwise expressly provided in the Terms and, as such, all conditions, warranties and other terms implied by statute, common law or otherwise are hereby excluded to the greatest extent permitted by law.6.9. Parties shall at all times in respect of the subject matter of these Terms comply with all applicable laws, regulations and rules having equivalent effect.6.10. Partner shall be responsible for explaining and answering to any complaints that TechAlpha Group receive from any relevant regulatory body resulting from your use of the Service. TechAlpha Group will forward any complaints to Partner as soon as it is reasonably possible. You must follow the applicable complaint procedures and respond to each complaint within the timeframes specified by the relevant regulatory body and must forward a copy of Partner’s response to TechAlpha Group immediately. Partner will be liable for any fines and/or penalties imposed by any regulatory body against Partner or TechAlpha Group or any of our associated companies, due to Partner’s contravention of these Terms.