Last Updated: September 1, 2025
This Master Subscription Agreement (“Agreement”) is between VoxRx, a Delaware corporation (“VoxRx,” “we,” “us,” or “our”), and the customer identified in an online sign‑up, checkout, or order form (each an “Order Form”) (“Customer,” “you,” or “your”). This Agreement governs access to and use of the VoxRx software and services.
By clicking “I accept,” creating an account, or accessing or using the Service, you agree to be bound by this Agreement and our Privacy Policy (available on our website). If you do not agree, do not use the Service.
VoxRx provides a cloud platform for recording, transcribing, analyzing, and sharing sales interactions and related content for medical and life‑sciences sales teams (the “Service”).
Subject to this Agreement and a valid subscription, VoxRx grants Customer a limited, non‑exclusive, non‑transferable right for Customer's employees and contractors (“Users”) to access and use the Service for Customer's internal business purposes.
Customer is responsible for all actions under its accounts, safeguarding credentials, and ensuring Users comply with this Agreement.
The Service uses third‑party hosting, storage, communications, transcription, analytics, and AI providers (e.g., large language models and speech‑to‑text services, which may include vendors such as OpenAI and others). Use of such components is part of the Service; additional terms may apply to optional integrations you connect.
“Content” means audio, video, transcripts, metadata, notes, CRM data, files, and other materials you or your Users upload to or process through the Service. You own your Content.
You grant VoxRx a worldwide, royalty‑free license to host, process, transmit, display, and create derived transcripts/analytics of Content solely to provide and support the Service and as otherwise permitted by this Agreement.
VoxRx may create and use de‑identified and aggregated data derived from Content and Service usage to maintain, secure, and improve the Service and develop insights/features, provided such data does not identify Customer or any individual. VoxRx does not sell personal data and will not allow AI vendors to train their foundation models on your Content or personal data without your documented opt‑in.
You are solely responsible for obtaining all legally required consents from participants before recording, transcribing, or analyzing communications, including compliance with U.S. federal and state one‑party/two‑party consent laws and any non‑U.S. equivalents, as well as applicable employment, labor, or union rules.
You are responsible for compliance with healthcare marketing and privacy laws and industry codes (e.g., fair balance/approved‑label promotion, anti‑kickback/anti‑bribery rules, sampling/sunshine reporting, and promo‑materials restrictions). The Service does not provide medical advice and is not intended for diagnosis, treatment, or emergency use.
The Service is not intended to store or process Protected Health Information (PHI) unless VoxRx and Customer execute a Business Associate Agreement (BAA). Do not upload PHI absent a signed BAA. If PHI is inadvertently uploaded without a BAA, notify VoxRx at contact@voxle.com so we can assist with deletion.
You and your Users will not:
VoxRx may suspend or remove content and/or suspend accounts for violations.
VoxRx implements reasonable administrative, physical, and technical safeguards designed to protect Content in accordance with industry standards.
If VoxRx becomes aware of unauthorized access to Content stored by VoxRx, we will notify you without undue delay (and aim to do so within 72 hours) and provide information reasonably available to help you meet your obligations.
Our processing of personal data is described in our Privacy Policy and, where required, a Data Processing Addendum (DPA).
You authorize VoxRx to use vetted subprocessors—including AI providers—and to transfer data as needed to provide the Service, subject to applicable law and our DPA where required. We may maintain a public list of subprocessors and will provide notice of material changes where legally required.
VoxRx will use commercially reasonable efforts to keep the Service available and to schedule maintenance during off‑peak windows when practicable. VoxRx does not guarantee uninterrupted or error‑free operation and may modify or discontinue features from time to time. Support requests can be sent to contact@voxle.com.
Fees, terms, and quantities appear on your Order Form or checkout page. Except as expressly stated, fees are non‑refundable.
Amounts are due as stated in the Order Form. VoxRx may suspend the Service for unpaid amounts after reasonable notice.
Fees are exclusive of taxes. You are responsible for all applicable taxes, duties, and similar charges (excluding VoxRx's income taxes).
Subscriptions renew for successive terms equal to the initial term unless either party gives 30 days' prior written notice of non‑renewal.
The Service, software, documentation, designs, and trademarks are owned by VoxRx and its licensors. Except for the limited rights expressly granted, VoxRx reserves all rights.
VoxRx may use suggestions or feedback without restriction or obligation.
Each party may receive non‑public information marked or reasonably understood as confidential (“Confidential Information”). The receiving party will use the same degree of care it uses to protect its own similar information (no less than reasonable care), use it only to perform under this Agreement, and disclose it only to employees/contractors with a need to know and confidentiality obligations. Exclusions include information that is public, already known, independently developed, or rightfully received from a third party. If legally required to disclose, the receiving party will give notice (where lawful) and cooperate to seek protective treatment.
Each party represents it has the right and authority to enter into this Agreement.
Transcripts, summaries, and AI‑generated analytics are probabilistic and may contain errors; they are for informational purposes only.
EXCEPT AS EXPRESSLY PROVIDED, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” VOXRX DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON‑INFRINGEMENT.
VoxRx will defend you against third‑party claims alleging that the Service (as provided by VoxRx) directly infringes a U.S. copyright, U.S. patent, or U.S. trademark, and will pay final damages and costs awarded by a court or agreed in settlement. If infringement is alleged, VoxRx may (at its option) procure rights, modify the Service, or terminate the affected Service and refund prepaid unused fees. This does not apply to claims arising from Content, combinations not provided by VoxRx, or misuse.
You will defend VoxRx from claims arising out of:
The indemnified party must promptly notify the indemnifying party, provide reasonable cooperation, and grant control of the defense. The indemnifying party will not settle a matter imposing non‑monetary obligations on the indemnified party without consent (not unreasonably withheld).
TO THE MAXIMUM EXTENT PERMITTED BY LAW: (a) NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY; AND (b) EACH PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE AMOUNTS PAID OR PAYABLE BY CUSTOMER TO VOXRX FOR THE SERVICE IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY. These limits apply regardless of theory and even if a remedy fails of its essential purpose.
This Agreement starts on the Effective Date of the first Order Form or sign‑up and continues until all subscriptions expire or are terminated.
VoxRx may suspend access for:
Either party may terminate for material breach not cured within 30 days of written notice (10 days for payment breaches).
Upon expiration or termination, you must stop using the Service. Upon your written request within 30 days, VoxRx will make your Content then in our possession available for export in a commercially reasonable format; thereafter, VoxRx may delete Content from active systems, subject to legal holds and standard backups. Sections that by their nature should survive will survive (including fees due, confidentiality, IP, warranty disclaimers, limitations, indemnities, and governing law/venue).
This Agreement is governed by the laws of the State of Delaware, without regard to conflict‑of‑laws rules. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Delaware for any dispute arising out of or relating to this Agreement.
We may update these Terms from time to time. Material changes will be notified (e.g., email or in‑app) and become effective on the stated date. Continued use after the effective date constitutes acceptance.
Neither party is liable for failure or delay due to events beyond its reasonable control (e.g., natural disasters, war, labor actions, internet or cloud provider failures, government action).
Neither party may assign this Agreement without the other party's consent, except to an affiliate or in connection with a merger, acquisition, or sale of substantially all assets (with notice).
The parties are independent contractors; this Agreement does not create an agency, partnership, or joint venture.
This Agreement, any applicable DPA/BAA, the Privacy Policy, and each Order Form are the entire agreement. If there is a conflict: Order Form → BAA/DPA → this Agreement → Privacy Policy.
If any provision is unenforceable, it will be modified to the minimum extent necessary; the remainder remains in effect. Failure to enforce is not a waiver.
With your prior written consent (email suffices), VoxRx may identify you by name and logo on our website and marketing materials.
VoxRx
Pier 9, San Francisco, CA 94111
Email: contact@voxle.com
Legal notices must be sent by email to contact@voxle.com and are deemed given when received (or, if also mailed, when delivered).