Terms of Service

1.1 Acceptance

By creating an account, connecting third-party services, authorizing integrations, accessing, or using any Service, you acknowledge that you have read, understood, and agree to these Terms, the Privacy Policy, the EULA, and any applicable addenda or riders, all of which are incorporated by reference.

1.2 Modifications

HMS Innovations may modify these Terms, pricing, and usage fees at any time in its sole discretion. Updated Terms will be posted on an applicable RipDrip website. Updated pricing and usage fees will be posted on an applicable RipDrip website or communicated as set forth in Section 15.

Your continued use of any Service after changes become effective constitutes your acceptance of the revised Terms and continued compliance with them.

RipDrip provides messaging automation tools across multiple communication channels. Behavior, automation scope, and responsibility differ by product and channel, as defined below.

2.1 RipDrip-DM (Inbound Social Media Messaging Automation)

RipDrip-DM enables users to connect supported third-party social media platforms (current or future) and automatically generate responses to inbound messages initiated by third parties, using artificial intelligence and optional synthetic voice technology.

RipDrip-DM:

• responds only to inbound messages
• does not initiate conversations
• generates responses based on user-provided configuration and AI models
• sends messages on behalf of the user through the user's connected account

2.2 RipDrip-AI (SMS / Text Messaging Automation)

RipDrip-AI enables SMS and similar messaging-channel communications and operates as follows:

(a) Initial Outbound Message (User-Generated)

• The initial outbound SMS message is authored, selected, or explicitly provided by the user.
• HMS Innovations does not generate, approve, edit, or validate the initial outbound message unless a feature is explicitly labeled otherwise.
• The user is solely responsible for the content, intent, recipients, timing, and legality of the initial outbound message.

(b) AI-Generated Conversation Continuation

Once a recipient responds to an outbound SMS, RipDrip-AI may automatically generate and send subsequent responses using artificial intelligence, based on user-provided prompts, conversation logic, workflows, and other configuration data supplied by the user ("User Configuration Data").

All SMS messages sent through RipDrip-AI — whether user-generated or AI-generated — are sent on behalf of the user and are treated as the user's statements.

HMS Innovations is not the sender, initiator, publisher, speaker, or decision-maker for any SMS message.

You must:

• be legally capable of entering into a binding agreement
• own or be authorized to control all accounts, phone numbers, sender identities, brands, campaigns, social profiles, and integrations you connect
• comply with all applicable laws, regulations, and third-party rules

You are responsible for safeguarding credentials and for all activity occurring through your account, whether performed manually or automatically.

4.1 Supported Integrations

The Services may integrate with third-party platforms and providers, including but not limited to:

• social media platforms
• SMS carriers and intermediaries (including aggregators and connectivity providers)
• registries and vetting systems required for messaging delivery
• calendar providers (including Google Calendar)
• analytics, storage, and workflow tools

Integrations occur only with permissions you grant.

4.2 Intermediary Connectivity Providers (CSP Layer)

For SMS and related messaging, HMS Innovations may route messages through one or more third-party connectivity providers, carriers, aggregators, and/or intermediaries (collectively, "Messaging Providers"). Certain Messaging Providers may be undisclosed for security, contractual, or operational reasons.

You acknowledge and agree that:

• Messaging Providers may impose their own policies, vetting, and enforcement actions
• Messaging Providers interface with carriers and registries outside HMS Innovations' control
• delivery outcomes may be affected by Messaging Provider requirements and carrier discretion

4.3 No Control Over Third Parties

Third-party platforms, Messaging Providers, registries, and calendar providers operate independently.

HMS Innovations does not control, endorse, or guarantee:

• approval decisions
• message delivery
• filtering or throttling behavior
• enforcement actions
• data retention
• uptime or availability

4.4 Platform / Carrier / Provider Enforcement Disclaimer

HMS Innovations disclaims all liability for any restriction, suspension, throttling, filtering, rejection, blocking, number shutdown, brand denial, campaign rejection, loss of access, or delivery failure imposed by any third-party platform, Messaging Provider, registry, carrier, or calendar provider, even if such action results from use of the Services.

5.1 AI-Generated Content

Certain features of the Services generate content using artificial intelligence.

AI outputs:

• may be inaccurate, incomplete, misleading, offensive, or inappropriate
• are probabilistic and not deterministic
• depend materially on user-provided configuration and data

5.2 User-Directed Configuration

Users configure AI behavior through prompts, workflows, decision logic, rebuttals, Q&A structures, and other instructions ("User Configuration Data").

You acknowledge and agree that:

• AI outputs are materially influenced by your configuration
• you assume full responsibility for all outputs generated and sent on your behalf

HMS Innovations does not exercise editorial control over individual AI outputs beyond general system-level guardrails and compliance measures described in these Terms.

5.3 Attribution of Messages

All messages generated or sent through the Services — including AI-generated SMS replies and AI-generated social-media responses — are sent on behalf of the user and are treated as the user's statements.

5.4 AI Disclosure Compliance

Your use of the Services may be subject to laws, regulations, and platform policies governing automated and AI-generated communications, including consumer-protection, telecommunications, electronic-marketing, AI-transparency, and platform-specific automation rules applicable to your jurisdiction and the channels you connect.

You are solely responsible for identifying, understanding, and complying with all such laws, regulations, and platform policies applicable to your activities. HMS Innovations does not provide legal advice regarding disclosure or compliance requirements and disclaims all liability for your failure to comply with any such obligations.

6.1 Voice Data

Certain AI-labeled features allow users to upload voice recordings or samples ("Voice Data") to generate synthetic voice responses.

6.2 License

You grant HMS Innovations a limited, non-exclusive, royalty-free license to use, reproduce, modify, and synthesize Voice Data solely to operate the Services on your behalf.

6.3 Authorized Voice Representation

You represent and warrant that:

• Voice Data is your own voice, or
• you have all necessary rights and consents to use it

Unauthorized third-party voice cloning is prohibited.

6.4 Assumption of Risk

Synthetic voice outputs are generated by AI and may differ from authentic human speech in tone, cadence, or expression. You assume all risks associated with reliance, misinterpretation, reputational harm, regulatory scrutiny, and legal consequences from synthetic voice technology use.

7.1 Calendar Access

If you connect Google Calendar or another calendar provider, you authorize HMS Innovations to access and process calendar data you permit in order to provide the Services.

7.2 User Responsibility and Disclaimers

You remain solely responsible for:

• the content and accuracy of calendar data
• any scheduling decisions, conflicts, or outcomes arising from calendar actions
• verifying that calendar changes align with your intended workflow

HMS Innovations disclaims liability for:

• scheduling conflicts
• missed appointments
• incorrect event details
• calendar provider outages or errors
• or any consequences arising from calendar integrations

8.1 User Content

Users retain ownership of their content, configurations, messages, calendar data, and Voice Data ("User Content"), subject to the limited licenses granted herein.

8.2 Anonymized & Aggregated Usage Data

"Anonymized & Aggregated Usage Data" means data, analytics, metrics, trends, patterns, system performance data, model learnings, embeddings, and other derived information generated from operation of the Services in aggregated and irreversibly anonymized form such that it cannot reasonably identify any individual, account, phone number, calendar event, recipient, or specific message.

8.3 Ownership and Commercialization

HMS Innovations exclusively owns all Anonymized & Aggregated Usage Data.

Such data:

• does not constitute Personal Data
• falls outside the scope of data protection laws governing Personal Data
• may be used for any lawful purpose, including commercial sale or licensing

We do not attempt to re-identify such data.

9.1 User Responsibility for Legal Compliance

You acknowledge and agree that you are solely responsible for compliance with all laws, regulations, and rules governing SMS and messaging, including but not limited to:

• the Telephone Consumer Protection Act (TCPA) and related federal and state telemarketing laws
• consumer protection and unfair/deceptive practices laws
• consent, opt-in, opt-out, identification, and disclosure requirements
• carrier policies and messaging rules
• CTIA Messaging Principles and Best Practices (or any successor standards)
• quiet hours, frequency limits, prohibited content categories, and recipient eligibility

9.2 Brand/Campaign Registration and Vetting

Where applicable, messaging delivery may require brand and/or campaign registration, vetting, or approval through one or more registries, intermediaries, Messaging Providers, and carriers.

You acknowledge and agree that:

• HMS Innovations may submit registration requests on your behalf using information you provide
• you are responsible for ensuring the information you provide is accurate, complete, and compliant
• approvals, denials, delays, and enforcement actions are determined by third parties outside HMS Innovations' control

HMS Innovations is not responsible for the outcome of any submission, vetting, or approval process.

9.3 Compliance Issues, Notices, and Remediation Workflow

If HMS Innovations receives notice from a Messaging Provider, carrier, registry, or intermediary concerning your messaging activity, HMS Innovations may:

• notify you of the issue
• work with you to identify required changes
• respond to, coordinate, and/or appeal on your behalf where permitted
• implement changes to AI behavior or guardrails where reasonably necessary

9.4 Suspensions, Blocking, and Rejections

Any suspension, number blocking, filtering, throttling, campaign rejection, brand denial, or other enforcement action is driven by third-party decision-making and is not within HMS Innovations' control.

HMS Innovations may assist you in remediation, resubmission, or appeal processes to the extent legally and operationally permitted. However, you remain solely responsible for ensuring your messaging program is lawful and compliant.

You may not use the Services to:

• impersonate others without authorization
• engage in fraud, harassment, threats, or unlawful conduct
• upload unauthorized voice data
• violate platform, carrier, Messaging Provider, or calendar provider rules
• send unlawful or non-compliant SMS messages
• send messages without required consent or opt-out mechanisms where required
• interfere with system integrity or compliance mechanisms

If you operate in regulated industries (including healthcare, financial services, insurance, legal services, political advocacy, telecommunications, or regulated marketing), you acknowledge that:

• the Services are not designed to ensure regulatory compliance (including HIPAA, FINRA, SEC, FCC rules, TCPA, or similar)
• you are solely responsible for compliance
• HMS Innovations disclaims liability arising from regulated-industry use

Additional enterprise or regulated-industry riders may apply.

Enterprise customers may be subject to additional agreements, riders, DPAs, or SLAs. In the event of conflict, the enterprise agreement controls.

You agree to indemnify, defend, and hold harmless HMS Innovations and its officers, directors, employees, contractors, affiliates, and agents from any and all claims, demands, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• any message sent on your behalf through the Services
• User Configuration Data and AI setup inputs
• your messaging program and compliance obligations
• any brand/campaign registration information you provide
• any allegation that messages were misleading, deceptive, defamatory, harassing, unlawful, or harmful
• use or misuse of synthetic voice technology
• third-party enforcement actions and the consequences thereof

This indemnity applies regardless of whether HMS Innovations assisted in registration, remediation, or appeals and regardless of whether messages were generated automatically.

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF ACCURACY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

15.1 Fees and Billing

You agree to pay all fees associated with your use of the Services in accordance with the pricing, billing terms, and subscription plan presented to you at the time of purchase.

In addition to subscription or base fees, usage fees may apply to all products and services offered through the Services. Usage fees may include, but are not limited to, per-message charges, per-minute charges, API call fees, overage fees, and other consumption-based fees.

HMS Innovations reserves the right to modify usage fees at any time in its sole discretion. Your continued use of the Services after any fee change becomes effective constitutes your acceptance of the revised fees.

15.2 No Automatic Refunds

ALL FEES PAID ARE NON-REFUNDABLE BY DEFAULT.

HMS Innovations does not provide refunds or credits for, including but not limited to:

• partial subscription periods
• unused features, messaging volume, or capacity
• dissatisfaction with AI outputs, response quality, tone, accuracy, or behavior
• messaging deliverability issues
• carrier, platform, Messaging Provider, or registry enforcement actions
• user error, misconfiguration, or failure to provide accurate information
• third-party platform outages

15.3 Discretionary Refunds

HMS Innovations may, in its sole discretion, issue a refund or credit in limited circumstances where a verifiable billing error occurred due solely to HMS Innovations' systems; or the Services were materially unavailable due to a platform-wide outage solely attributable to HMS Innovations.

15.4 Chargebacks

Unauthorized, excessive, or unjustified chargebacks may result in immediate suspension or termination of your account. HMS Innovations reserves the right to dispute chargebacks and recover all associated fees, penalties, and administrative costs.

15.5 Taxes

Fees do not include taxes unless expressly stated. You are responsible for all applicable taxes, duties, levies, or governmental assessments arising from your use of the Services.

From time to time, HMS Innovations may offer free trials, beta features, early-access features, pilot programs, or promotional access to certain Services ("Trial Features").

Trial Features are provided solely for evaluation purposes and are offered "AS IS" and "AS AVAILABLE," with no guarantees of availability, performance, functionality, accuracy, or continued access.

HMS Innovations may, at any time and in its sole discretion:

• modify, suspend, or discontinue any Trial Features
• limit usage, functionality, or duration
• revoke access without notice
• convert Trial Features to paid features or discontinue them entirely

NO REFUNDS, CREDITS, OR COMPENSATION WILL BE PROVIDED FOR ANY TRIAL FEATURES OR PROMOTIONAL ACCESS.

17.1 Suspension or Termination Rights

HMS Innovations may suspend, restrict, or terminate your access to the Services, in whole or in part, at any time and in its sole discretion, with or without notice, including but not limited to:

• failure to pay fees when due
• violation of these Terms, the EULA, or the Privacy Policy
• violation of applicable laws or third-party rules
• compliance, deliverability, security, or risk concerns
• suspected fraud, abuse, or misuse of the Services
• operational, legal, or business necessity

17.2 Effects of Suspension or Termination

You acknowledge and agree that:

• HMS Innovations is not responsible for any loss of data or damages resulting from suspension or termination
• payment obligations accrued prior to suspension or termination remain due and payable
• HMS Innovations is not obligated to provide refunds upon suspension or termination

17.3 Data Handling After Termination

Upon termination, HMS Innovations may delete, retain, or anonymize data in accordance with its data retention practices, operational requirements, and legal obligations.

17.4 Survival

Sections relating to ownership, data usage, compliance responsibility, disclaimers, indemnification, limitation of liability, arbitration, governing law, and miscellaneous provisions survive termination.

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• HMS INNOVATIONS SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES.
• TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT PAID BY YOU IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

Any dispute arising out of or relating to these Terms or the Services shall be resolved by binding arbitration, conducted on an individual basis.

Class actions and jury trials are waived.

These Terms are governed by the laws of Florida, without regard to conflict-of-laws principles.

21.1 Assignment

You may not assign or transfer these Terms without the prior written consent of HMS Innovations. HMS Innovations may assign these Terms without restriction.

21.2 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.

21.3 Waiver

The failure of HMS Innovations to enforce any right or provision shall not constitute a waiver of such right or provision.

21.4 Force Majeure

HMS Innovations shall not be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, labor disputes, power failures, internet outages, platform outages, carrier outages, governmental actions, or failures of third-party service providers.

21.5 No Third-Party Beneficiaries

These Terms are for the sole benefit of the parties and do not confer any rights or remedies upon any third party.

HMS Innovations LLC (DBA RipDrip)

Email: support@ripdrip.ai