Terms of Service

Effective Date: July 2, 2026

Version: 1.0

These Terms of Service ("Terms") govern your access to and use of the website, software, platform, products, and services (collectively, the "Services") provided by Whisp Drive LLC ("Whisp Drive," "we," "our," or "us").

By accessing or using the Services, or by executing a Service Agreement, Order Form, Subscription Agreement, or similar document referencing these Terms, you agree to be bound by these Terms.

If you do not agree to these Terms, you may not use the Services.

1. Services

Whisp Drive provides customer engagement technology designed to help businesses replace traditional web forms with mobile-first lead capture, verified messaging, customer engagement, CRM integrations, and related communication services.

We may improve, modify, enhance, suspend, or discontinue portions of the Services at any time.

2. Business Use

The Services are intended solely for business and commercial use.

You represent and warrant that you have authority to bind your organization to these Terms.

3. Customer Responsibilities

Customer agrees to:

• Use the Services in compliance with all applicable laws.
• Maintain accurate account information.
• Protect usernames, passwords, API credentials, and account access.
• Obtain all required permissions and consumer consents.
• Maintain any third-party accounts or software necessary to use the Services.
• Promptly notify Whisp Drive of unauthorized account access.

Customer shall not:

• Use the Services for unlawful, fraudulent, deceptive, or abusive purposes.
• Reverse engineer, copy, modify, or create derivative works from the Services except as permitted by law.
• Attempt to gain unauthorized access to the platform.
• Interfere with or disrupt the Services.
• Send unlawful, unsolicited, misleading, or prohibited communications.
• Introduce malware, viruses, bots, or malicious code into the Services.

4. Messaging Compliance

Customer is solely responsible for complying with all applicable laws governing communications with consumers, including but not limited to:

• Telephone Consumer Protection Act (TCPA)
• CAN-SPAM Act
• CTIA Messaging Principles
• State privacy laws
• Carrier requirements
• Any other applicable federal, state, or local laws

Whisp Drive provides technology intended to facilitate compliant communications but does not provide legal advice and does not guarantee regulatory compliance.

5. Fees and Payment

Customer agrees to pay all fees specified in the applicable Service Agreement, Order Form, Subscription Agreement, or invoice.

Unless otherwise agreed in writing:

• Fees are billed according to the applicable agreement.
• Invoices are due according to the payment terms shown on the invoice.
• Late payments may result in suspension or termination of Services.
• Fees are non-refundable except as required by law.
• Customer is responsible for all applicable taxes.
• Whisp Drive may modify subscription pricing upon at least thirty (30) days’ prior written notice. Updated pricing shall apply beginning with the next billing cycle following such notice.

6. Trial Services

Whisp Drive may offer trial periods, promotional pricing, pilot programs, or free services.

Unless otherwise agreed in writing, Whisp Drive may modify or discontinue any trial or promotional offering at any time.

7. Customer Data

Customer retains ownership of all information, data, content, trademarks, and materials submitted to the Services ("Customer Data").

Customer grants Whisp Drive a limited, non-exclusive license to process, store, transmit, and use Customer Data solely for the purpose of providing, maintaining, securing, supporting, and improving the Services.

Customer represents and warrants that it has all rights, permissions, and consents necessary to provide Customer Data to Whisp Drive and to permit Whisp Drive to process such data as described in these Terms.

Whisp Drive may create, compile, analyze, and use aggregated, anonymized, or de-identified data derived from Customer Data for benchmarking, analytics, reporting, product development, security, machine learning, and improvement of the Services, provided such data does not identify Customer or any individual.

Upon termination, Customer may request deletion of Customer Data, subject to legal, regulatory, backup, security, fraud prevention, and record retention requirements.

8. Usage Data

Whisp Drive may collect and use technical information, usage statistics, diagnostic information, performance metrics, and other data relating to Customer’s use of the Services (“Usage Data”). Usage Data does not include Customer Data that identifies Customer or any individual. Whisp Drive owns all right, title, and interest in Usage Data and may use it for analytics, benchmarking, product improvement, security, and business operations.

9. Intellectual Property

Whisp Drive retains all right, title, and interest in the Services, including all software, technology, documentation, trademarks, logos, APIs, workflows, designs, analytics, and intellectual property.

Nothing in these Terms transfers ownership of the Services to Customer.

10. Third-Party Services

The Services may integrate with or rely upon third-party software, websites, CRM systems, telecommunications providers, APIs, cloud providers, messaging providers, carriers, and other third-party services.

Whisp Drive is not responsible for delays, outages, rejected submissions, API changes, carrier filtering, configuration errors, downtime, or failures caused by third-party providers.

Customer is responsible for maintaining any required third-party accounts and integrations.

11. CRM Integrations

Whisp Drive may transmit leads and customer information to CRM systems, dealer websites, marketing platforms, or other software designated by Customer.

Whisp Drive is not responsible for failures caused by third-party systems, including but not limited to rejected records, duplicate records, API limitations, mapping errors, integration failures, or configuration issues outside Whisp Drive's control.

12. Confidentiality

Each party agrees to protect confidential information received from the other party using reasonable care and to use such information solely for purposes of providing or receiving the Services.

Confidential information does not include information that:

• Becomes publicly available without breach.
• Was already known by the receiving party.
• Is independently developed.
• Is received lawfully from another source.

13. Privacy

Use of the Services is also governed by the Whisp Drive Privacy Policy.

Customer acknowledges that information submitted through the Services may be processed, stored, and transmitted as necessary to provide the Services.

14. Service Availability

Whisp Drive will use commercially reasonable efforts to maintain the availability of the Services.

However, the Services are provided on an "as available" basis.

Scheduled maintenance, carrier filtering, telecommunications issues, cloud outages, internet disruptions, third-party failures, and events beyond Whisp Drive's reasonable control may affect availability.

15. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE."

WHISP DRIVE DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WHISP DRIVE DOES NOT GUARANTEE:

• Lead volume.
• Sales.
• Appointments.
• Revenue.
• Customer engagement.
• Advertising performance.
• Website traffic.
• Marketing results.
• Any particular business outcome.

Marketing performance depends upon numerous factors outside Whisp Drive's control, including advertising, inventory, pricing, website traffic, CRM configuration, response times, sales processes, and consumer behavior.

16. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WHISP DRIVE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES.

WHISP DRIVE'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER TO WHISP DRIVE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

17. Indemnification

Customer agrees to defend, indemnify, and hold harmless Whisp Drive, its affiliates, officers, directors, employees, contractors, and agents from any claims, damages, liabilities, costs, or expenses arising from:

• Customer's use of the Services.
• Customer's violation of these Terms.
• Customer's communications with consumers.
• Customer's violation of applicable laws.
• Customer Data.
• Customer's negligence or misconduct.

18. Suspension and Termination

Whisp Drive may suspend or terminate Services for:

• Non-payment.
• Violation of these Terms.
• Unlawful activity.
• Security concerns.
• Misuse of the Services.
• As otherwise provided in the applicable Service Agreement.

Termination does not relieve Customer of any outstanding payment obligations.

19. Feedback

If Customer voluntarily provides suggestions, enhancement requests, recommendations, or other feedback regarding the Services, Whisp Drive may use such feedback without restriction or compensation.

20. Force Majeure

Neither party shall be liable for delays or failures resulting from events beyond its reasonable control, including acts of God, natural disasters, telecommunications failures, internet outages, labor disputes, governmental actions, cyberattacks, pandemics, or failures of third-party providers.

21. Governing Law

These Terms shall be governed by the laws of the Commonwealth of Massachusetts without regard to conflict of law principles.

Any legal action arising from these Terms shall be brought exclusively in the state or federal courts located in Massachusetts.

22. Assignment

Customer may not assign these Terms without Whisp Drive’s prior written consent.

Whisp Drive may assign these Terms in connection with a merger, acquisition, sale of assets, sale of substantially all assets, financing transaction, or corporate reorganization.

23. Changes to These Terms

Whisp Drive may modify these Terms from time to time.

The updated version will become effective upon publication unless otherwise stated.

Continued use of the Services after the effective date constitutes acceptance of the revised Terms.

24. Survival

The provisions relating to payment obligations, intellectual property, confidentiality, disclaimers, limitation of liability, indemnification, governing law, and any provisions that by their nature should survive termination shall survive termination of these Terms.

25. Contact Information

Whisp Drive LLC
Email: brian@whispdrive.com
Website: whispdrive.com