Terms of Service

Welcome to Skillhall! These Terms of Service ("Terms") are a legal agreement between you ("you," "your," or "User") and HeyAndyApp LLC, a Utah limited liability company doing business as Seneschal Technologies ("Seneschal," "we," "us," or "our"), which operates Skillhall ("Skillhall" or the "Service").

PLEASE READ THESE TERMS CAREFULLY. BY CREATING AN ACCOUNT, ACCESSING, OR USING THE SERVICE, YOU AGREE TO BE BOUND BY THESE TERMS AND OUR Privacy Policy (collectively, the "Agreement"). IF YOU DO NOT AGREE, DO NOT ACCESS OR USE THE SERVICE.

1. Eligibility and Account Registration

You must be at least 18 years old and able to form a binding contract to use the Service. When you register, you agree to provide true, accurate, and complete information and to keep it current. You are responsible for safeguarding your account credentials and for all activities that occur under your account.

2. Description of Service

Skillhall is an AI-powered software service, which we may call an “AI employee,” that helps businesses with scheduling, client messaging, and related tasks, including by SMS, MMS, and voice calls. It is software, not a person, and is not an employee or agent of you or of us.

3. User Responsibilities

3.1 Lawful Use

You agree to use the Service only for lawful purposes and in accordance with all applicable laws, regulations, and industry guidelines, including without limitation the Telephone Consumer Protection Act (TCPA), the Controlling the Assault of Non‑Solicited Pornography and Marketing Act (CAN‑SPAM), the Do‑Not‑Call (DNC) rules, applicable telecommunications carrier policies (e.g., CTIA), and any data‑protection laws (e.g., GDPR, CCPA, PDPA).

3.2 Client Contact Consent (CRM Contacts)

"Client Contact" means any individual or entity whose phone number, name, or other personal data you upload to, store in, or otherwise make available through the Service.

You acknowledge and agree that YOU—not Seneschal—are solely responsible for obtaining, documenting, and maintaining all legally-required consent from each Client Contact prior to sending (or causing the Service to send) any SMS/MMS messages, marketing messages, promotional campaigns, or automated/artificial-voice phone calls.

This includes, without limitation:

• Express written consent where required for marketing or promotional SMS
• Proper disclosure of message frequency, data rates, and opt-out instructions
• Documenting and preserving verifiable proof of opt-in for each Client Contact
• Collecting affirmative consent through compliant mechanisms (e.g., checkboxes, webforms, POS intake forms, or SMS double-opt-in)

You certify that any phone number you upload into the Service belongs to an individual who has provided all legally required consent for the types of messages you direct Seneschal to send.

You further agree that you—not Seneschal—are considered the "sender," "initiator," and "caller" under all applicable federal/state laws and carrier policies (including TCPA, CTIA, A2P 10DLC rules, and Do-Not-Call regulations).

You must (i) maintain verifiable records of each Client Contact's consent; (ii) immediately honor all revocations of consent or "stop" requests; and (iii) ensure all message content you provide is accurate, truthful, and compliant.

Seneschal does not and will not provide legal advice regarding consent requirements. You are solely responsible for your compliance obligations and agree that Seneschal has no liability arising from your failure to obtain or maintain proper consent.

3.3 Text Messaging Program

(a) Messages from Seneschal to you. If you give us a mobile number, you agree that Seneschal may send you account and security messages by SMS, such as login codes, invitations and sign-up links, including messages sent with automated technology. Consent is not a condition of purchase. Message frequency varies. Message and data rates may apply. Reply STOP to cancel or HELP for help, or contact us at legal@getskillhall.com. Carriers are not liable for delayed or undelivered messages.

(b) Messages you send through Skillhall. When you use Skillhall to text your clients, you are the sender and are responsible for obtaining and keeping proof of their consent as described in Section 3.2, and for giving your clients any disclosures the law or carriers require, such as message frequency, that message and data rates may apply, and how to reply STOP to cancel or HELP for help. Seneschal currently adds opt-out instructions to the first message sent to a client, and you must not remove or disable them. STOP replies are processed through our messaging provider's opt-out tools, which are designed to stop further messages from the number the person opted out of. You may not message anyone who has opted out unless they opt in again.

3.4 Content & Conduct

You are solely responsible for the content of all messages, data, audio, or other materials ("User Content") transmitted through the Service. You must not transmit content that is illegal, harmful, deceptive, harassing, defamatory, obscene, infringing, or otherwise objectionable; or that promotes illegal or harmful activities.

4. Messages and Calls

The Service may use third‑party carriers and telecommunication providers. Delivery or call completion is not guaranteed. Standard message, data, and carrier fees may apply. You authorize us and our service providers to send SMS/MMS messages and place voice calls to Client Contacts at your direction and on your behalf.

4.1 No Responsibility for Consent Collection

Seneschal does not verify, monitor, or audit your consent records and has no obligation to confirm that any Client Contact has opted in. All messages are sent solely at your direction. You acknowledge that your use of the Service is contingent on your ongoing compliance with all applicable consent and messaging-governance laws.

4.2 Marketing vs. Transactional Messages

You acknowledge that marketing or promotional SMS messages generally require a higher level of consent than transactional or informational messages. You agree to classify message types accurately and send only those for which proper consent has been obtained.

4.3 Carrier Enforcement & Penalties

You are solely responsible for any carrier violations, fines, traffic blocks, vetting failures, or A2P 10DLC enforcement actions arising from your messaging practices.

5. Fees and Payment

If the Service is offered on a subscription basis, you agree to pay all applicable fees, taxes, and charges in accordance with our then‑current pricing and billing policies. Fees are non‑refundable except as required by law. We may change prices upon thirty (30) days' advance notice.

Auto‑Renewal: Subscriptions automatically renew unless canceled at least 24 hours before the end of the current period. Your account will be charged for renewal within 24 hours prior to the end of the current period. You may manage or cancel your subscription at any time in your App Store account settings.

6. Fair Use Policy

Our "Unlimited" subscription plans are designed for normal, reasonable use by individual businesses. To ensure service quality and prevent abuse, Seneschal reserves the right to enforce reasonable usage limits.

• For solo stylist plans, typical use is up to approximately 300 minutes of calls and 1,000 SMS per month.
• Usage significantly exceeding this level, or that appears to be abusive, automated, or unrelated to the intended purpose of the Service, may result in temporary suspension, additional fees, or termination at our discretion.

We want users to enjoy the Service without worrying about counting minutes or texts; the above thresholds are disclosed only to define "fair use" and protect against misuse.

7. Intellectual Property

The Service and all related software, text, images, trademarks, logos, and intellectual property are owned by Seneschal or its licensors. Subject to your compliance with this Agreement, we grant you a limited, non‑exclusive, non‑transferable, revocable license to access and use the Service for your internal business purposes.

8. Confidentiality and Data Processing

Each party agrees to keep confidential any non‑public information disclosed by the other. As between the parties, you are the data "controller" and Seneschal is the data "processor" with respect to Client Contact personal data. We will process such data only to provide the Service and in accordance with our Privacy Policy and your lawful instructions.

9. Termination

You may cancel your account at any time. We may suspend or terminate the Service or your account immediately if you violate these Terms or if your use jeopardizes the security, integrity, or legality of the Service. Upon termination, your right to use the Service ceases, but Sections 6–15 survive.

10. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON‑INFRINGEMENT. We do not warrant that the Service will be uninterrupted, secure, or error‑free; that communications will be completed; or that AI outputs will be accurate or lawful.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL SENESCHAL OR ITS LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, REVENUES, OR DATA, ARISING FROM OR RELATED TO THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY. OUR AGGREGATE LIABILITY SHALL NOT EXCEED THE GREATER OF (A) ONE HUNDRED U.S. DOLLARS (US $100) OR (B) THE TOTAL FEES PAID BY YOU TO SENESCHAL FOR THE SIX (6) MONTHS PRECEDING THE CLAIM.

12. Indemnification

You will indemnify, defend, and hold harmless Seneschal and its affiliates, officers, and employees from any claim, demand, loss, or damages (including attorneys' fees) arising out of or related to (i) your User Content; (ii) your breach of these Terms; or (iii) your violation of any law or the rights of a third party, including any claim that messages or calls sent through the Service violate the TCPA or analogous laws. This includes (without limitation) any claim, investigation, carrier penalty, or class action arising from allegations that you failed to obtain valid consent from any Client Contact.

13. Modifications to Service or Terms

We may modify the Service or these Terms at any time. We will post updated Terms on our website and indicate the "Last Updated" date. Changes become effective upon posting or, if required by law, upon reasonable notice. Your continued use of the Service after changes constitutes acceptance.

14. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Utah, U.S.A., without regard to conflict‑of‑law principles. Any dispute arising under these Terms will be resolved exclusively in the state or federal courts located in Salt Lake City, Utah, except that either party may elect binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association. The prevailing party is entitled to recover reasonable attorneys' fees.

15. Export and Sanctions Compliance

You may not use or access the Service if you are located in or are a resident of a country embargoed by the United States or are on the U.S. Treasury Department's list of Specially Designated Nationals.

16. Contact Information