How we work together — and the rules of the road

These Terms of Service (the “Terms”) govern your use of Saperly. By creating an account, generating an API key, or calling the Saperly API, you agree to these Terms. Our Privacy Notice is incorporated by reference and explains how we handle your data.

1. Acceptance and eligibility

You must be at least 18 years old to use Saperly. By accepting these Terms you represent that you are 18 or older. If you are accepting on behalf of a company, partnership, or other legal entity, you represent that you have the authority to bind that entity, and “you” in these Terms refers to that entity.

The Saperly service is provided by Saperly. For all questions, notices, and legal correspondence, contact us at hello@saperly.com.

You may not use Saperly if you are located in, ordinarily resident in, or organised under the laws of any jurisdiction subject to comprehensive U.S. sanctions (currently Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions of Ukraine), or if you appear on a U.S. government denied- or restricted-parties list.

2. The service

Saperly is a developer-API phone carrier purpose-built for AI agents. The service: (a) provisions phone numbers in the countries we support; (b) transmits voice calls and SMS originated or received on those numbers via our underlying carrier network; and (c) provides compliance infrastructure built into the network — mandatory in-band AI disclosure, append-only consent records, an append-only compliance audit trail, and a destination allowlist that blocks high-abuse number ranges (N11 and U.S. premium-rate 1-900 / 1-976) at the carrier edge.

Saperly is the customer of record on the underlying carrier. You may not contact that carrier directly about your Saperly numbers, and you may not initiate a port-out without our written consent (Section 10).

3. Acceptable use policy

You and your Agents (defined in Section 4) may not use Saperly for any of the following:

• TCPA-violating robocalls or SMS without prior express consent (or prior express written consent for telemarketing).
• Auto-dialing or predictive-dialing without disclosure or outside normal SMB usage patterns.
• Impersonation of a government agency, law-enforcement body, military unit, or public official.
• Phishing, smishing, or any fraudulent solicitation of money, credentials, or personal information.
• Premium-rate destination abuse, international revenue-share fraud (IRSF), or traffic pumping.
• Spam or unsolicited messaging of any kind.
• Harassment, threats, or abusive content.
• Child sexual abuse material (CSAM) or any other illegal content.
• Calling-line-identification (CLI) spoofing, falsified caller ID, or any carrier-circumvention technique used to evade blocklists or trace requests.
• Failure to honour STOP / HELP keywords or to remove a recipient from outbound messaging within 24 hours of opt-out.
• SHAFT-restricted content (sex, hate, alcohol, firearms, tobacco) outside CTIA-approved verticals.
• Loans, credit repair, debt collection, cryptocurrency, gambling, multi-level marketing, or investment advice campaigns.
• One-time-password (OTP) relay for any third-party provider.
• Voice cloning of any real person without notarised written authorisation from that person.
• Synthetic or AI-generated voice impersonation of any public official, celebrity, or specific person.
• Reverse-engineering, rate-limit circumvention, or unauthorised access to Saperly systems.
• High-stakes automated decisions in medicine, law, finance, credit, housing, employment, or government benefits without qualified human review of the output before dissemination.
• Critical-infrastructure attacks, weapon design or facilitation, or distribution of malware.
• Misinformation campaigns, election-integrity violations, or deceptive political advertising.

Violations entitle Saperly to suspend, throttle, or terminate your account immediately under Section 10. We may report suspected illegal activity to law enforcement and to the underlying carrier.

4. AI agents and customer control

You are the controller and operator of any AI agent, large language model, voice bot, SMS bot, autonomous workflow, or other software that you connect to a Saperly phone line or API key (“Agent”). Saperly is a communications conduit: we transmit the calls and messages your Agent initiates and receive the calls and messages directed to your numbers. We do not pre-screen, supervise, or curate the content, decisions, or destinations chosen by your Agent. You are solely responsible for the Agent’s design, prompts, training data, model selection, guardrails, dialing logic, recipient lists, message content, hours of operation, and consent records, regardless of whether the Agent acts on instructions you wrote, instructions you delegated to a third-party model provider you select, or instructions the Agent generated autonomously. The autonomous, agentic, or non-deterministic nature of an Agent does not reduce, transfer, or excuse your responsibility for what the Agent says or does on a Saperly line.

5. Telecom compliance allocation

You are responsible for compliance with all applicable telecommunications and consumer-protection laws governing calls and messages your Agent originates or receives, including without limitation the Telephone Consumer Protection Act, 47 U.S.C. § 227 and its implementing regulations and FCC declaratory rulings (including the FCC’s February 8, 2024 ruling confirming AI-generated voices are “artificial” voices subject to TCPA’s prior-express-consent requirement); state mini-TCPA, telemarketing, and call-recording laws; the Telemarketing Sales Rule; the CAN-SPAM Act and analogous SMS rules; and the Do-Not-Call registries. Saperly provides an in-band AI disclosure feature that, when enabled and properly configured, plays an audible disclosure on inbound or outbound calls satisfying the agent-identification component of TCPA-style disclosure obligations. The disclosure feature does not collect, store, or evidence the recipient’s prior express written consent to be called or messaged. You must independently obtain, document, and retain consent records sufficient to prove compliance, and you must not initiate outbound calls or SMS to a recipient absent a valid lawful basis.

You also warrant the accuracy of caller-ID information you present and the accuracy of the STIR/SHAKEN attestation level you request. Misattestation triggers immediate suspension under Section 10.

6. Pricing, currency, and statement descriptors

Saperly bills in US dollars on a prepaid, pay-as-you-go basis. Voice usage, SMS usage, and the per-number monthly fee are drawn down in real time from your prepaid account balance, which you fund by top-up and optional auto-recharge (see Section 7). Voice and SMS rates by zone, the per-number monthly fee, and the signup credit are published at /#pricing. Zone multipliers and SMS zone rates apply as published; we will give at least 30 days’ notice before any material price change.

Statement descriptors. Charges from Saperly appear on your card or bank statement as SAPERLY (the exact descriptor depends on your card network and may be prefixed by your bank’s acquirer). Recognising the descriptor is the simplest way to avoid an accidental chargeback (Section 8.3).

Taxes, fees, and surcharges (including telecom regulatory surcharges where applicable) are your responsibility unless we are legally required to collect them.

7. Prepaid balance and auto-recharge

Saperly is prepaid: you fund an account balance and usage is drawn down against it. New accounts receive a one-time signup credit (a $5 credit at the time of writing; the current amount is published at /#pricing) that never expires, and your first phone number is free for its first 30 days. There is no subscription, no recurring platform fee, and no auto-renewal on your account.

You may top up your balance at any time. If you opt in to auto-recharge, you authorise Saperly to charge your saved payment method off-session, through our payments processor, to replenish your balance to the threshold and amount you configure. Auto-recharge is optional and can be turned off at any time from your workspace billing settings; turning it off stops further automatic charges. Closing your account or removing your payment method stops new usage from being chargeable.

8. Refunds, billing disputes, and chargebacks

8.1 Prepaid pay-as-you-go billing

Saperly bills pay-as-you-go usage against your prepaid balance. As your Agent originates calls and SMS, usage charges are reserved and then settled against your account balance in real time. Per-number monthly fees are drawn down the same way, after the first number’s free 30-day period. If your balance is insufficient, affected requests may be declined until you top up or auto-recharge replenishes the balance.

Charges already incurred for usage you originated are non-refundable. If you believe a specific usage charge is incorrect (carrier billing error, duplicate leg, route mis-rating), email hello@saperly.com within 30 days of the charge and we will investigate against the underlying carrier records.

8.2 Top-ups, credits, and withdrawal rights

Prepaid top-ups fund future usage and are non-refundable once consumed; an unused balance may be refundable at our discretion or where required by law. Signup and promotional credits have no cash value, are non-transferable, and may not be withdrawn as cash. Where a statutory consumer withdrawal right applies (for example, a 14-day EU/UK right on a first top-up), you may exercise it by emailing hello@saperly.com; any usage already consumed from that top-up is deducted from the refund.

8.3 Chargebacks

If you believe a charge is incorrect, contact us first at hello@saperly.com before filing a chargeback with your card issuer. We will produce billing evidence and resolve good-faith disputes promptly. Filing a chargeback in bad faith — including for charges you authorised and consumed — is a material breach of these Terms and may result in immediate suspension of your account, retention of outstanding balance for collection, and recovery of related costs.

9. Service availability

Saperly is provided on a best-effort basis. We do not commit to a numeric uptime SLA at this stage of the product. Planned maintenance windows and ongoing incident updates will be published at status.saperly.com once that page goes live.

Saperly is a reseller of an underlying carrier. Outages, delays, degraded delivery, regulatory blocks, or content filtering imposed by the underlying carrier or any downstream operator are outside our control. We are not liable for force-majeure events: acts of God, war, terrorism, civil unrest, government order, labour dispute, internet backbone failure, denial-of-service attack, pandemic, or upstream-carrier outage.

10. Termination and suspension

For convenience. Either party may terminate for any reason on 30 days’ written notice.

For material breach. If you materially breach these Terms, we will give you written notice describing the breach and a 15-day window to cure. If you do not cure within 15 days, we may suspend or terminate your account.

Immediate suspension or termination. We may suspend or terminate without notice and without a cure period for: fraud; any AUP violation under Section 3; tampering with, disabling, or misconfiguring the mandatory AI disclosure feature; STIR/SHAKEN misattestation; carrier traceback complaints; insolvency or bankruptcy; or any conduct that creates imminent risk to Saperly, the underlying carrier, or message recipients.

Number reclamation. On suspension or termination, Saperly may reclaim the phone numbers issued to you after a soft-release timer. Port-outs are blocked while an account is suspended.

Data export window. For 30 days after termination you may request export of your account data via hello@saperly.com, subject to the retention exceptions in our Privacy Notice Section 8.

Survival. Sections 4 (AI agents), 5 (Telecom compliance allocation), 11 (Liability and indemnification), 12 (Customer data ownership), 13 (Confidentiality), 14 (Compliance with laws), and 15 (Governing law and disputes) survive termination.

11. Liability cap and indemnification

You will defend, indemnify, and hold harmless Saperly, its affiliates, officers, employees, and agents from and against any third-party claim, demand, regulatory action, fine, settlement, judgment, attorneys’ fee, or other loss arising out of or relating to (a) calls or messages originated or received on your Saperly line by you or any Agent under your control, (b) any TCPA, state telemarketing, call-recording, wiretap, privacy, or consumer-protection claim premised on your Agent’s conduct, (c) your failure to obtain or retain consent records, or (d) your breach of Sections 3, 4, or 5. This obligation survives termination. Saperly reserves the right, without notice and without liability, to suspend, throttle, or terminate any line or account upon a good-faith belief of an AUP violation, an imminent compliance risk, or a regulator or carrier complaint, after-the-fact and without obligation to pre-screen Agent behaviour.

Saperly will defend you against third-party claims that your authorised use of the Saperly service infringes a U.S. patent, copyright, or trademark, and will pay damages finally awarded against you for such infringement, subject to your prompt notice, sole control of defence and settlement by Saperly, and your reasonable cooperation.

Liability cap. Notwithstanding any other provision, Saperly’s aggregate liability to you under these Terms, whether in contract, tort, or otherwise, is capped at the greater of (a) the amounts you actually paid Saperly in the twelve (12) months preceding the event giving rise to the claim, or (b) one hundred U.S. dollars ($100). Saperly is not liable for indirect, incidental, consequential, exemplary, or punitive damages, or for lost profits, lost data, or lost business, even if advised of the possibility of such damages.

Carrier-cost passthrough. Where Saperly bills you for upstream carrier consumption at cost-plus, Saperly is not liable for upstream carrier rate changes, surcharges, or regulatory fees beyond the rates published on /#pricing, subject to the 30-day notice obligation in Section 6.

For data ownership and license terms, see Section 12 and our Privacy Notice.

12. Customer data ownership

You own your customer data — including call audio (where you enable recording), transcripts, SMS bodies (where you opt in), contact-form submissions, and lead messages. You grant Saperly a limited, non-exclusive, worldwide, royalty-free license to host, transmit, process, and display your customer data solely as needed to provide the service, comply with law, and enforce these Terms.

Saperly does not train any AI or ML model on your customer data, and does not license your customer data to third parties for training. Aggregated, de-identified metrics derived from communications metadata may be used for capacity planning, fraud detection, and service-level transparency reports, consistent with our Privacy Notice Section 5.

For the list of sub-processors who may process your customer data on Saperly’s behalf, see Privacy Notice Section 6.

13. Confidentiality

Each party may receive non-public information from the other that is identified as confidential or that a reasonable person would understand to be confidential (“Confidential Information”). Each party will use the other’s Confidential Information only to perform under these Terms and will protect it with the same care it uses for its own confidential information of similar importance, and in no event less than reasonable care.

Confidential Information does not include information that (a) is or becomes publicly known through no breach of these Terms, (b) was known to the receiving party before disclosure without an obligation of confidentiality, (c) is independently developed without use of the disclosing party’s Confidential Information, or (d) is lawfully received from a third party without restriction.

Confidentiality obligations survive for three (3) years after termination of these Terms.

14. Compliance with laws

You warrant that you will use Saperly in compliance with all applicable laws, including U.S. export-control laws (the Export Administration Regulations), economic sanctions administered by the Office of Foreign Assets Control (OFAC), and equivalent laws of your jurisdiction. You warrant that you are not located in, ordinarily resident in, or organised under the laws of any comprehensively sanctioned country (Section 1) and that you do not appear on any U.S. denied- or restricted-parties list.

You are responsible for the accuracy of know-your-customer information you provide to Saperly during registration and at any time thereafter. False or materially incomplete KYC is a material breach.

15. Governing law, disputes, and class waiver

These Terms are governed by the laws of the State of California, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Informal resolution. Before filing any claim, you agree to email hello@saperly.com describing the dispute and proposed resolution, and to negotiate in good faith for at least 30 days.

Binding arbitration. Any dispute that is not resolved informally will be resolved by binding individual arbitration administered by the American Arbitration Association (AAA) in San Francisco, California, under the AAA Commercial Arbitration Rules (or Consumer Rules if you are a consumer). The arbitrator’s decision is final and may be entered as a judgment in any court of competent jurisdiction.

Class-action and jury waiver. You and Saperly each waive the right to a jury trial and the right to bring or participate in any class, collective, or representative action. Disputes must be brought individually.

Arbitration opt-out. You may opt out of this arbitration agreement by emailing hello@saperly.com with the subject line “Arbitration Opt-Out” within 30 days of first accepting these Terms. Opting out does not waive the class-action or jury-trial waivers above except to the extent the law requires otherwise.

Small-claims carve-out. Either party may bring a qualifying individual claim in small-claims court instead of arbitration, so long as the claim remains in that court and on an individual (non-class) basis.

16. Changes, contact, and notices

Changes. We may update these Terms from time to time. For material changes we will email the address on your account at least 30 days before the change takes effect and bump the “Last updated” date at the top. Continued use after the change date constitutes acceptance. You may terminate before any change applies under Section 10 (for convenience).

Contact. General support: hello@saperly.com. Billing: hello@saperly.com. Privacy and data rights: hello@saperly.com. Legal notices: hello@saperly.com.

Legal notices to Saperly: email hello@saperly.com. Notices to you will be sent to the email address on your account.

Assignment. You may not assign these Terms without our prior written consent. We may assign without consent in connection with a merger, acquisition, or sale of assets.

Entire agreement; severability; no waiver. These Terms, together with the Privacy Notice, constitute the entire agreement between you and Saperly. If any provision is unenforceable, the remainder remains in effect. Failure to enforce any provision is not a waiver.