YOURCALLS — TIER SCHEDULE

Version 2.0

This Tier Schedule is issued by YourCalls.ai Ltd ("YourCalls") and forms part of the YourCalls Platform Terms published at https://legal.yourcalls.ai/terms (the "Agreement"). Words defined in the Agreement have the same meaning here.

This Tier Schedule sets out the Subscription Tiers, the allowances included in each, and the Fees and Overage Fees payable. Where YourCalls updates it in accordance with clause 10.4 of the Agreement, the version published at https://legal.yourcalls.ai/tiers applies.

All amounts are stated exclusive of value added tax (ex VAT) and other applicable sales taxes (clause 10.2 of the Agreement). Where value added tax is chargeable, it is added at the prevailing rate to each Subscription Fee payment and to each Credit top-up, whether manual or automatic. It is not added to Overage Fees, Add-On Fees, Telephone Number Charges or any other amount deducted from Credit, because it is accounted for when the Credit is bought.

All Fees are charged, and all Credit is held, in pounds sterling (GBP).

1. Subscription Tiers

Subscription Fees are charged monthly in advance per company, to the User's payment method, with value added tax added where chargeable. All figures in the table are ex VAT.

2. The PAYG Tier

The PAYG Tier is available without payment of a Subscription Fee, on the terms set out in clause 4 of the Agreement.

No Telephone Number is included. A Telephone Number may be provisioned at the PAYG Tier only on payment from Credit of the Telephone Number Charge in paragraph 6. Until a Telephone Number is provisioned:

• calls over the public switched telephone network cannot be made or received;
• message segments cannot be sent or received, and the included segment allowance is unavailable;
• Web Calls and chat sessions are available and consume their allowances normally.

Where an included allowance is exhausted, the affected functionality is suspended for the remainder of the billing period unless the User maintains a positive Credit balance, in which case the Overage Fees in paragraph 1 apply and are settled from Credit.

The support target for the PAYG Tier is stated in paragraph 1 for information. Clause 6.1A applies to the PAYG Tier accordingly, as a target only.

3. Call minutes

Call minutes are metered by the second, subject to a minimum of twenty (20) seconds per call. A call which connects and lasts less than twenty seconds consumes twenty seconds of the allowance. A call lasting twenty seconds or longer consumes its actual duration, measured to the second and not rounded. A call which does not connect consumes no minutes and is not charged.

The minimum applies to each call separately, and applies both to minutes drawn from the included allowance and to minutes charged as Overage Fees.

Call minutes consumed above the included allowance for the billing period are charged at the per-minute rate for the User's Subscription Tier set out in paragraph 1, and are settled from Credit in accordance with clause 10.10 of the Agreement.

Web Calls consume the included call-minute allowance and are charged at the same per-minute rate as any other call minute, and are metered in the same way, including the minimum. The Web Call facility is available at every Subscription Tier, including the PAYG Tier, and does not require a Telephone Number.

Per-destination call surcharges

Calls to, and call transfers and forwards to, certain destinations attract a per-destination surcharge in addition to any call-minute charge. Per-destination surcharges are payable whether or not the included call-minute allowance has been exhausted, and are settled from Credit.

Unlike call minutes, per-destination surcharges are metered in whole minutes and rounded up, with a minimum of one minute per call, reflecting the way the underlying carrier charges for those destinations. Surcharge minutes do not count towards the included call-minute allowance.

As at the effective date of this Tier Schedule, no per-destination surcharge is configured within the Platform and none is charged to any User. Where YourCalls introduces one, the applicable destinations and rates will be published in this Tier Schedule and notified to the User in accordance with clause 10.4 of the Agreement before taking effect.

4. Chat messages

A chargeable message is a message sent by a website visitor to a chat assistant deployed on the User's own website. Replies generated by the assistant, and sessions run in preview or test mode within the Platform, are not counted.

Every Subscription Tier includes the chat message allowance stated in paragraph 1. The User may purchase a Chat Add-On, whose allowance is in addition to the tier allowance:

Where the User holds a Chat Add-On, the tier allowance and the Add-On allowance are consumed together, and the Message Overage Fee for the Add-On held applies once both are exhausted. Where the User holds no Chat Add-On, the Chat Message Overage Fee stated in paragraph 1 applies.

Add-On Fees for Chat Add-Ons are deducted from Credit, not charged to the User's payment method (clause 10.5(c) of the Agreement). They are deducted at the ex VAT amounts above, and no value added tax is added to the deduction:

• On taking a Chat Add-On, or moving to one with a higher Add-On Fee, the change takes effect at once and the charge for the remainder of the then-current billing period, calculated pro rata, is deducted at once. Where the Chat Add-On already held has been paid for that billing period, the charge is the pro rata difference between the two Add-On Fees. The change cannot be made unless the Credit balance covers that charge, and cannot be made while the Credit balance is below zero.
• Each billing period after that, the full monthly Add-On Fee is deducted at or shortly after the start of the billing period. The deduction is never made where it would take the Credit balance below zero. If the Credit balance is less than the Add-On Fee when it falls due, the Chat Add-On is not renewed and ends from the start of that billing period, and YourCalls tells the User by email.
• On moving to a Chat Add-On with a lower Add-On Fee, or cancelling, the change takes effect at the start of the next billing period. Nothing is deducted, and no refund or credit is given for the rest of the current billing period.

When a Chat Add-On ends, whether on cancellation or because the Credit balance did not cover its renewal, the User reverts to the chat message allowance included in its Subscription Tier (paragraph 1).

The Free Taste Chat Add-On is closed to new subscriptions, having been superseded by the chat message allowance now included in every Subscription Tier. Users who held it immediately before the effective date of this Tier Schedule retain it until they change Chat Add-On or Subscription Tier.

Chat message overage is settled from Credit in accordance with clause 10.10 of the Agreement.

5. Messaging (SMS)

Messaging is metered in segments, not in messages. A segment is 160 characters of standard GSM-7 text. A longer message, or a message containing characters outside that set (for example a curly apostrophe, an emoji or certain accented characters), is transmitted as more than one segment and is charged accordingly. A single message may therefore consume several segments of the included allowance.

Messaging requires a Telephone Number. Where the User has no Telephone Number, the included segment allowance is unavailable and no message can be sent or received.

The rates in paragraph 1 apply to messages sent to United Kingdom destinations. Messaging to destinations outside the United Kingdom is not currently available.

Messages sent on the User's behalf by an assistant, a workflow or an automation are metered and charged in the same way as any other message, and draw on the same included segment allowance (clause 5.15 of the Agreement).

Inbound messages are not charged.

Messaging charges accrue when a message is submitted to the telecommunications carrier for transmission, and remain payable whether or not the message is subsequently delivered.

Segment overage is settled from Credit in accordance with clause 10.10 of the Agreement, and may take the Credit balance below zero in accordance with clause 10.10(d)(ii).

6. Telephone Numbers

On any Subscription Tier under which a Telephone Number is included, one Telephone Number is included in the Subscription Fee, in accordance with clause 5.12(c) of the Agreement. The included Telephone Number is the one assigned by YourCalls without charge on sign-up to, or upgrade to, such a tier. On the PAYG Tier no Telephone Number is included.

Every other Telephone Number held by the User, and every Telephone Number on the PAYG Tier, is subject to a Telephone Number Charge:

Telephone Number Charges are deducted from Credit, not charged to the User's payment method (clause 5.12(c) of the Agreement). They are deducted at the ex VAT amount above, and no value added tax is added to the deduction:

• On provisioning, the charge for the remainder of the then-current billing period, calculated pro rata, is deducted at once. A Telephone Number cannot be provisioned unless the Credit balance covers that charge. If YourCalls cannot provision the number, the charge is credited back.
• Each billing period after that, the full monthly charge for each such Telephone Number is deducted at or shortly after the start of the billing period. The deduction is made even where it takes the Credit balance below zero, and clause 10.10(d)(ii) of the Agreement then applies.
• On removal, no refund or credit is given for the rest of the billing period, and no further charge is deducted for that number.

A negative Credit balance does not of itself cause a Telephone Number to be released. Telephone Numbers are released irreversibly on termination, cancellation or final non-payment of the subscription (clause 5.12(e) of the Agreement), or on removal by the User.

On downgrade to the PAYG Tier, a Telephone Number already provisioned to the User, including the one previously included, is not released. It continues to be provided and is subject to the Telephone Number Charge above, deducted from Credit, with effect from the date the downgrade takes effect.

No Telephone Number Charge accrues in respect of a Telephone Number for any period during which YourCalls has suspended or withdrawn the User's access to the Platform under clause 4.6, and YourCalls will credit any Telephone Number Charge already deducted in respect of such a period back to the User's Credit balance (clause 4.6 of the Agreement).

7. Concurrent calls

The number of calls, including Web Calls, which may be in progress simultaneously is limited to the figure stated for the User's Subscription Tier in paragraph 1. Where the limit is reached, further inbound calls are not answered and further outbound calls are queued or abandoned. Additional concurrency may be made available on request and is charged as notified at the time.

8. Credit

No initial Credit balance is granted at the PAYG Tier. On the Growth and Fully Managed tiers an initial Credit balance of £5.00 is granted on sign-up.

A User who upgrades from the PAYG Tier is granted the initial Credit balance on the Subscription Start Date.

Credit may be topped up manually or automatically in accordance with clause 10.10 of the Agreement. A top-up of a stated amount adds that amount to the Credit balance; value added tax, where chargeable, is payable on the top-up in addition (clause 10.2 of the Agreement). For example, a £100.00 top-up adds £100.00 of Credit, and any value added tax chargeable on that £100.00 is payable in addition. Credit is used to settle Overage Fees and other usage charges of every unit, Add-On Fees for Chat Add-Ons (paragraph 4), and Telephone Number Charges (paragraph 6), at the ex VAT rates in this Tier Schedule, and no value added tax is added when Credit is used. Automatic top-up is subject to no maximum frequency and no aggregate monthly limit other than the trigger threshold and target amount the User sets, and is disabled automatically after three consecutive failed attempts.

9. Payment provider

Fees are collected by YourCalls through its designated Payment Provider. Payments are processed by Stripe. The Payment Provider is identified within the Platform at checkout.

ANNEX — LEGACY TIERS

The tiers in this Annex are closed to new signups. They remain available to Users who held them immediately before the effective date of this Tier Schedule, until that User changes tier.

Users on a legacy tier retain the Subscription Fee, the Overage Fees, and the included allowances and limits stated in the table below.

Where an allowance or limit stated in this Annex is lower than that previously applicable to a User on a legacy tier, the reduction takes effect for that User in accordance with clause 10.4 of the Agreement — that is, from the start of the first monthly Billing Period commencing after expiry of not less than thirty (30) days' notice given to that User. Until then, the allowance previously applicable to that User continues to apply. Any allowance or limit stated in this Annex which is higher than that previously applicable takes effect immediately.

A User on a legacy tier may move to a current tier at any time. Once a User leaves a legacy tier, that tier cannot be reselected.

Legacy Chat Add-On

This Chat Add-On is closed to new subscriptions. It remains available to Users who held it immediately before the effective date of this Tier Schedule, until they change Chat Add-On or Subscription Tier.