This Conversation Intelligence & AI Services Addendum ("Addendum") supplements the Clarity Communication Advisors, Inc. Terms & Conditions (the "Agreement") and governs Customer's use of Conversation Intelligence Services. Capitalized terms not defined here have the meanings in the Agreement.
1. Definitions
"Conversation Intelligence Services" means any Clarity Service or feature that records, monitors, transcribes, summarizes, scores, classifies, or otherwise analyzes voice or messaging communications, that applies artificial intelligence to communications content, or that creates, stores, transmits, or delivers vCons, whether accessed through a Clarity user interface or delivered to a Customer-designated data environment.
"Conversation Data" means the content and records of communications processed by Conversation Intelligence Services, including call recordings, transcripts, message content, analyses and AI outputs, and associated metadata.
"vCon" means a structured electronic container for Conversation Data and associated metadata, consent and lawful-basis information, and analyses, based on the then-current vCon specifications published through the Internet Engineering Task Force process, as implemented by Clarity.
"AI Outputs" means transcripts, summaries, sentiment or topic classifications, scores, and other machine-generated content produced by the Conversation Intelligence Services.
"De-identified Data" has the meaning given in Section 40 of the Agreement.
"LLM Subprocessor" means a third-party provider of large language or speech models engaged by Clarity to process Conversation Data.
2. The Services; License
Subject to the Agreement and this Addendum, Clarity grants Customer a limited, non-exclusive, non-transferable right to use the Conversation Intelligence Services for Customer's internal business purposes during the Term. Customer retains all rights in its Conversation Data, subject to the licenses and rights granted to Clarity in the Agreement and this Addendum. Clarity retains all rights in the Services, its prompts, configurations, analytical frameworks, and software.
3. Customer Responsibilities — Consent and Disclosure
Customer's obligations under Section 35 of the Agreement (Electronic Recording and Automated Analysis) apply in full to the Conversation Intelligence Services. Without limiting that Section, Customer shall, before recording, transcription, or AI analysis of any communication occurs:
provide a pre-call (or pre-conversation) disclosure conveying (i) that the communication is recorded — or, where recording is not automatic, that it may be recorded — (ii) that it is or may be analyzed by automated technology, and (iii) where applicable, that it may be shared with Customer's franchise brand or business partners and their service providers, for quality, training, compliance, service-improvement, and business-analytics purposes; no particular wording is required so long as each applicable element is conveyed, and the sharing element may be given in the disclosure itself or in a notice the disclosure references;
provide all employee electronic-monitoring notices and obtain all acknowledgments required by applicable law;
configure the Services (including which lines, queues, and channels are recorded and analyzed) consistently with the disclosures actually given; and
not use the Services to record or analyze communications where such recording or analysis is prohibited by applicable law.
Sensitive information. Customer shall not use the Conversation Intelligence Services as a system of record for payment card data or other sensitive information. Conversation Data storage is not a cardholder data environment and is not designed or certified for the storage of payment card data. Where Customer accepts payment card or other sensitive information on lines that are recorded, transcribed, or analyzed, Customer is responsible for configuring the redaction and recording controls made available in the Services consistently with its own obligations, including under the Payment Card Industry Data Security Standard and other applicable requirements.
Clarity makes announcement scripts and notice templates available as a courtesy in its Call Recording & AI Disclosure Guide; they do not constitute legal advice, and Customer remains solely responsible for compliance.
4. How Clarity Uses Conversation Data
Clarity uses Conversation Data only as follows, and this Section states the entirety of Clarity's use rights in identifiable Conversation Data:
(a) Service delivery. To provide, secure, maintain, and support the Services for Customer, including generating AI Outputs for Customer, at Customer's direction and on Customer's behalf.
(b) Service improvement on De-identified Data. To evaluate and improve the quality, accuracy, and safety of the Services — including refining the prompts, configurations, and analytical frameworks Clarity applies to third-party AI models — using De-identified Data. Where access to identifiable Conversation Data is strictly necessary to investigate a defect, quality issue, or security incident, such access is limited to personnel with a need to know, logged, and not used to build any cross-customer asset in identifiable form.
(c) Legal and safety. As required by law, legal process, or to protect the Services, Clarity, its customers, or the public, consistent with Section 24 of the Agreement.
(d) De-identified and aggregated insights. As set out in Section 40 of the Agreement.
5. Historical Conversation Data
Conversation Data created before September 1, 2026 ("Historical Conversation Data") is governed by this Addendum from that date forward. Clarity may include Historical Conversation Data in De-identified Data under Section 40 of the Agreement, applying the same de-identification standard and exclusions (including the exclusion of raw audio). Identifiable Historical Conversation Data will be disclosed to a franchisor only where such disclosure is consistent with the disclosures and consents in place when the conversation occurred, or where newly authorized under a written data access agreement between Clarity and the franchisor and, where applicable, the Franchise Data Sharing Consent.
6. No AI Model Training; LLM Subprocessors
Clarity does not train or fine-tune any AI model on identifiable Conversation Data, and does not permit any third party to do so. Clarity's Conversation Intelligence Services operate by applying Clarity-engineered prompts and configurations to established third-party AI models. Clarity contractually requires each LLM Subprocessor to (a) process Conversation Data solely to provide the services contracted by Clarity, (b) not use Conversation Data to train or improve any model, and (c) retain Conversation Data only for the period expressly permitted by the applicable subprocessor contract and, in all events, no longer than necessary to provide the contracted service, except to the limited extent retention is required by applicable law. Clarity maintains a current list of LLM Subprocessors and other material subprocessors and will provide it to Customer upon written request, subject to a mutually executed non-disclosure agreement. Clarity will notify Customer of any change in LLM Subprocessors that materially affects the processing of Conversation Data, upon Customer's written request to receive such notifications. Because Clarity's improvements are implemented in prompts and configurations rather than embedded in model weights, deletion of Conversation Data is effective upon execution and is not limited by any model-training artifact.
7. No Biometric Identifiers
The Conversation Intelligence Services do not create, collect, or retain voiceprints or other biometric identifiers or biometric information; no voice profile is created. Customer shall not use the Services to create any of the foregoing. Any future feature involving biometric identifiers will be offered, if at all, only under a separate written agreement containing the consents and disclosures required by applicable biometric privacy laws. Speaker-separation performed within a single conversation for transcription accuracy does not involve the creation or retention of any voiceprint, voice profile, or enrollment profile.
8. Consent Metadata, Retention, Redaction, and Deletion
Clarity attaches available consent and lawful-basis metadata to vCons consistent with the IETF vCon consent and lawful-basis specifications, so authorization context travels with each conversation record.
Customer may configure retention periods for Conversation Data within the ranges made available in the Services; upon expiration, Conversation Data is deleted or de-identified in the ordinary course.
Clarity makes available functionality designed to detect and remove payment card numbers and similar sensitive data elements from transcripts and AI Outputs at the time a conversation record is created. This functionality is provided as a technical capability. Clarity does not warrant that it will detect or remove every instance of payment card or other sensitive information, and Customer's responsibilities under Section 3 apply regardless of whether such functionality is enabled.
Clarity provides Customer tools to redact or delete Conversation Data, including in response to verified consumer privacy requests received by Customer. As between the parties, Customer is the party responsible for receiving, verifying, and deciding consumer privacy requests relating to its Conversation Data; Clarity will assist as the Services provide.
Section 16(e) of the Agreement (Disclaimer of Data Storage Responsibilities) applies to Conversation Data; Customer is responsible for exporting any Conversation Data it wishes to retain beyond configured retention periods or after termination.
9. Franchise Systems
Where Customer participates in a franchise system, disclosure of Conversation Data to a franchisor is governed by (a) a written data access agreement between Clarity and the franchisor, and (b) for Customers who are franchisees and not subscribing under franchisor-owned numbers, the Franchise Data Sharing Consent executed by Customer during onboarding. Clarity will not deliver identifiable Conversation Data to a franchisor except as authorized under those instruments and applicable law. Customer's franchisor is a separate business from Customer and receives any such Conversation Data as an independent recipient responsible for its own compliance with applicable law. Customer acknowledges that where its numbers are owned of record by its franchisor, the franchisor controls the numbers and associated account and call-detail information as described in Section 19 of the Agreement.
10. AI Output Disclaimers
AI Outputs are generated by automated systems and may be inaccurate, incomplete, or unsuitable for a given purpose, consistent with Section 22(b) of the Agreement. Customer shall not rely on AI Outputs as a substitute for reviewing the underlying communication, and shall not use AI Outputs as the sole basis for decisions with legal or similarly significant effects on individuals (including employment discipline or termination decisions) without human review. The Services are not designed to provide, and Customer shall not use them to obtain, legal, medical, or other professional advice. Customer shall not use the Conversation Intelligence Services or AI Outputs to infer, attempt to infer, classify, rank, or profile an individual based on race, color, ethnicity, national origin, religion, sex, pregnancy, sexual orientation, gender identity or expression, disability, medical condition, genetic information, age, citizenship or immigration status, or any other characteristic protected by applicable law. General sentiment, topic, quality, and service-performance analysis does not violate this restriction unless Customer configures or uses that analysis for the purpose of inferring, proxying for, or making a decision based on a protected characteristic. Customer shall not use any AI Output as the sole basis for an employment, credit, housing, insurance, health-care, or other decision producing legal or similarly significant effects on an individual.
11. Recording on User Devices
This Section applies where Customer enables recording, transcription, or analysis of communications carried over wireless lines or through any Clarity application, softphone, browser-based endpoint, or other mobile or portable device, whether owned by Customer or by the assigned user. Customer shall provide all notices, obtain all consents and acknowledgments, and adopt all policies required by applicable law before enabling those features. Without limiting the foregoing, Customer shall: (a) inform each assigned user, before such features are enabled, that the wireless service and any Clarity application or endpoint used on that user's device are part of Customer's business communications network and that business communications placed or received through them may be recorded, monitored, transcribed, and analyzed; (b) provide all employee monitoring notices and obtain all acknowledgments required by applicable law, as set forth in Section 35 of the Agreement; (c) ensure that disclosures to calling and called parties satisfy the requirements of applicable law; and (d) establish and communicate its policy for disposition of the wireless number upon separation of the assigned user. Customer's obligations and indemnity under Section 35 of the Agreement apply in full to this Section.
12. Indemnity; Order of Precedence; Survival
Customer's indemnification obligations under Sections 31 and 35 of the Agreement extend to claims arising from Customer's use of the Conversation Intelligence Services, including claims arising from inadequate disclosures or consents. In the event of conflict, this Addendum controls over the Agreement with respect to Conversation Intelligence Services, and any executed written data access agreement between Clarity and the franchisor controls over this Addendum with respect to its subject matter. Sections 4(d), 5, 6 (final sentence), 7, 8, 11, and 12 survive termination.
13. California Privacy Processing Terms
To the extent Clarity processes personal information subject to the California Consumer Privacy Act on Customer's behalf in providing the Conversation Intelligence Services, Customer discloses that personal information to Clarity solely for the following limited and specified business purposes: recording and storing communications at Customer's direction; transcribing communications; generating analytics requested or configured by Customer; providing security, fraud-prevention, support, and troubleshooting functions; improving the Services using De-identified Data as described in Section 4(b) of this Addendum; making Customer-directed disclosures; and retaining or disclosing information as required by applicable law. The parties intend that Clarity act as Customer's service provider or contractor, as applicable. Clarity shall not: (a) sell or share that personal information; (b) retain, use, or disclose it for any purpose other than those limited and specified business purposes or as otherwise permitted by applicable law; (c) retain, use, or disclose it outside the direct business relationship between Clarity and Customer; or (d) combine it with personal information received from or on behalf of another person, or collected from Clarity's own interactions with an individual, except as permitted by applicable law. Clarity shall provide the same level of privacy protection required of Customer with respect to the personal information processed under this Section, notify Customer if Clarity determines that it can no longer meet its obligations under applicable privacy law, and permit Customer to take reasonable and appropriate steps to help ensure that the personal information is used consistently with Customer's obligations and to stop and remediate unauthorized use. Clarity shall impose materially equivalent restrictions on each subprocessor that processes such personal information. Clarity may create or use data under Section 40 of the Agreement only after the applicable information satisfies the de-identification requirements stated in Section 40 and applicable law.