Customer Master Subscription Agreement (SaaS Terms)

Last updated: February 11, 2026 

By creating an account, clicking “I agree,” executing an order form, or using the Services, Customer agrees to these Terms.

1. Definitions
“Healthdesk” means Healthdesk, Inc.
“Customer” means the business entity purchasing or using the Services.
“Services” means Healthdesk’s software platform, APIs, web application, automation tools, AI features, and related support, excluding third party services.
“Customer Data” means all data submitted to or processed through the Services by or on behalf of Customer, including phone numbers and message content.
“End User” means any individual whose phone number or data is processed through the Services at Customer’s direction.
“Messaging” means SMS and MMS messages sent via 10DLC routes.
“Carrier Rules” means applicable carrier, registry, and 10DLC requirements, policies, and industry standards, as updated from time to time.

2. Platform Only Relationship
Customer exclusively controls its Messaging programs, including content, recipients, timing, frequency, consent mechanisms, opt in, opt out, and compliance.
Healthdesk provides software infrastructure only.
Healthdesk does not create campaign content, does not draft templates, does not determine recipients, and does not control how Customer obtains consent.
Customer alone determines when and to whom messages are sent.

3. Customer Compliance Obligations
Customer is solely responsible for complying with all applicable laws and regulations, including TCPA, state mini TCPA laws, FTC regulations, privacy laws, consumer protection laws, and Carrier Rules governing 10DLC Messaging.
Customer represents and warrants that it has obtained and will maintain all required consents, including express consent or express written consent where required.
Customer must maintain verifiable proof of consent for each End User.
Customer must honor opt out requests immediately and must not send additional messages after an opt out except a single permitted confirmation message.
Customer must not rent, purchase, scrape, or otherwise use third party lists unless lawful consent exists for that specific sender and purpose.

4. Prohibited Use
Customer will not use the Services to send spam, deceptive messages, phishing content, unlawful content, harassment, or fraudulent messages.
Customer will not attempt to evade filtering or 10DLC requirements.
Customer will not use number rotation, snowshoe patterns, or unauthorized routing.
Customer will not use misleading links or conceal sender identity.

5. 10DLC Registration Responsibility
Customer is responsible for accurate brand and campaign registration under 10DLC requirements.
Customer represents that all campaign information submitted is truthful and accurate.
Healthdesk may suspend Messaging if registration information is false, incomplete, or rejected.

6. Suspension Rights
Healthdesk may suspend or restrict Messaging immediately if it reasonably believes Customer use violates law, Carrier Rules, or these Terms, or if Messaging generates complaints, filtering, audits, or regulatory inquiries.
Healthdesk is not liable for carrier filtering, blocking, throttling, or non delivery.

7. Fees
Fees are as stated in Customer’s order form or checkout.
All fees are non refundable unless required by law.
Customer authorizes automatic payment processing.

8. Subscription Term and Cancellation (Month to Month Plans)
Month to month subscriptions renew automatically on each monthly billing date.
Customer may cancel a month to month subscription at any time by providing written notice to support@m.healthdesk.ai.
Month to month subscriptions require a minimum of thirty (30) days advance notice prior to the next billing date to prevent the next renewal charge.
If cancellation notice is provided fewer than thirty (30) days before the next billing date, the subscription will renew one final time and one additional payment will be due.
All payments are non refundable. Partial month refunds or prorations are not provided.
Healthdesk does not provide retroactive cancellations.
Customer remains responsible for all fees incurred prior to the effective termination date.

By way of example only:
If Customer’s billing date is the 11th of each month, and Customer is charged on October 11, and Customer provides cancellation notice on October 21, the November 11 renewal charge will still apply because thirty (30) days notice was not provided before the November 11 billing date.

In that example, Customer will retain full access to the Services through December 10 at 11:59 p.m. in Customer’s local time zone, and no further renewals will occur after that period.

9. Intellectual Property
Healthdesk retains all rights in the Services.
Customer retains all rights in Customer Data and message content.

10. Disclaimers
The Services are provided “as is” and “as available.”
Healthdesk disclaims all warranties, including merchantability, fitness for a particular purpose, and non infringement.
Healthdesk does not guarantee message delivery or acceptance by carriers.

11. Limitation of Liability
Healthdesk will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages.
Healthdesk’s total liability in any 12 month period will not exceed the total fees paid by Customer during that period.

12. Indemnification
Customer will defend, indemnify, and hold harmless Healthdesk and its officers, directors, employees, and agents from any claims, penalties, damages, fines, settlements, regulatory actions, or class actions arising from:
Customer’s Messaging programs.
Customer’s consent practices.
Customer’s content or promotions.
Alleged TCPA or privacy law violations related to Customer use of the Services.

13. Governing Law and Arbitration
These Terms are governed by California law.
Any dispute will be resolved by binding arbitration in Orange County, California on an individual basis only.
Class actions are waived to the maximum extent permitted by law.

14. Contact
Healthdesk, Inc.
3857 Birch Street
Newport Beach, CA 92660
support@m.healthdesk.ai