Herald Terms of Service

Last updated: July 12, 2026

These Terms of Service (the "Terms") are a binding agreement between Virtual Guardians, LLC, a North Carolina limited liability company ("Virtual Guardians," "we," "us"), and the organization that subscribes to or uses Herald ("Customer," "you"). By installing, subscribing to, or using Herald — our screen-pop and CRM-integration service for Cisco Webex Calling, including the web application at herald.virtual-guardians.com, the Herald embedded app for the Webex client, and the associated administrative consoles (the "Service") — you agree to these Terms. If you are accepting on behalf of an organization, you represent that you have authority to bind it.

Herald is a business tool offered to organizations, not to consumers.

1. The Service

Herald connects your Cisco Webex Calling telephony to your connected CRM (currently HubSpot): when an inbound call rings one of your licensed users, Herald identifies the caller, looks them up in your CRM, and shows the answering user the matching record. Depending on your subscription tier, Herald can also log completed calls to your CRM, record call outcomes, and append Webex-generated call transcripts or AI summaries to the logged call.

2. Accounts, administrators, and users

• Your administrators control your Herald organization: connecting your CRM, linking your Webex organization, assigning licenses, and adding or removing users.
• Users sign in with their own Webex accounts. You are responsible for the actions taken under your organization's accounts and for maintaining the confidentiality of credentials and administrative links.
• You must provide accurate account and billing information and keep it current.

3. Subscriptions, seats, and billing

• The Service is sold per user seat, in the tiers described in your order or our current price list (currently Standard and Pro). Features differ by tier.
• Unless your order says otherwise, each billing cycle is charged on the highest number of seats assigned during that cycle. Removing users mid-cycle does not reduce that cycle's charge; reductions take effect the following cycle.
• Fees are due as stated on your order or invoice. Late or failed payment may result in suspension under Section 11.
• Fees are exclusive of taxes; you are responsible for applicable taxes other than taxes on our income.

4. Trials and beta features

We may offer free trials at our discretion. Trials are limited in duration and seat count, are provided "as is" without warranty or support commitments, and the Service is suspended automatically when the trial (including any grace period) ends unless you convert to a paid subscription. We may modify or end a trial at any time.

We may also make beta, preview, or experimental features available. Such features are provided "as is," are unsupported, may change or be discontinued at any time without notice, and are excluded from any commitments that apply to the generally available Service.

5. Your responsibilities and acceptable use

You are solely responsible for determining what information is made available through the Service, configuring the systems you connect, assigning user permissions, obtaining all legally required notices and consents, and ensuring your use of the Service complies with the laws and regulations that apply to your business.

• Lawful use. This includes telephone, call-monitoring, call-recording, consent, and privacy laws. Call recording and AI summaries are features of your Webex service that you control and enable; Herald only surfaces content your Webex configuration already generates. You are responsible for obtaining any consents required for recording or processing calls.
• Your data. You are responsible for the accuracy and lawfulness of the data in the systems you connect (Webex, your CRM) and for your users' handling of information the Service displays. Virtual Guardians does not verify the accuracy, completeness, legality, or quality of Customer data.
• No misuse. You will not: resell or provide the Service to third parties except as agreed; interfere with or disrupt the Service, or engage in denial-of-service activity; access or attempt to access data of other customers; access the Service by automated scraping, bots, or other automated means outside its intended interfaces; conduct penetration testing or otherwise probe or test the Service's security without our prior written permission; perform benchmarking or competitive analysis of the Service for disclosure or competitive use without our prior written permission; reverse engineer the Service except where the law permits it notwithstanding this limit; or use the Service to violate the rights of others.

6. Third-party platforms and AI-generated content

The Service depends on platforms you contract for separately — Cisco Webex, your connected CRM provider (e.g., HubSpot), and the cloud infrastructure they and we run on — and on the permissions your administrators and users grant Herald in those platforms. Your use of those platforms is governed by your agreements with those providers.

• Virtual Guardians is not responsible for third-party platforms, including: Cisco Webex, CRM, or cloud (e.g., Google Cloud) outages or degradations; changes to third-party APIs; third-party API rate limits; delayed or undelivered webhook events; authentication failures originating with third-party providers; CRM search failures or errors; or inaccuracies in third-party AI-generated content. We will make reasonable efforts to adapt the Service to third-party API changes.
• AI-generated content. Herald neither creates nor validates AI-generated transcripts or summaries. Such content is generated solely by Cisco Webex or other connected platforms under your configuration. You remain responsible for reviewing AI-generated content before relying on it.
• Caller identification relies on telephone network information and your CRM records. Herald cannot guarantee that callers will always be correctly identified; your users remain responsible for verifying displayed information before acting on it.

7. Health information (HIPAA)

You are responsible for determining whether your use of the Service requires compliance with HIPAA or other healthcare regulations. The Service is not designed to independently collect Protected Health Information; any PHI processed through the Service results from your configuration of the systems you connect. Where applicable, use of the Service with PHI is governed by a separate Business Associate Agreement — contact info@virtual-guardians.com.

8. Data protection and security

Our Privacy Policy describes how the Service handles information. Where we process personal data on your behalf, the Herald Data Processing Addendum is incorporated into these Terms; our security measures are described in the DPA (Annex B).

9. Confidentiality

Each party may receive non-public business, technical, or financial information of the other that a reasonable person would understand to be confidential ("Confidential Information"). Each party will protect the other's Confidential Information with at least the care it uses for its own similar information (and no less than reasonable care), use it only to perform under these Terms, and disclose it only to personnel and contractors who need it and are bound by confidentiality obligations. Confidential Information does not include information that is or becomes public without breach, was already lawfully known, is independently developed, or is lawfully received from a third party. A party may disclose Confidential Information where required by law, with notice to the other party where legally permitted. Upon written request after termination, each party will delete or return the other's Confidential Information, except copies retained under routine backup or as required by law (which remain protected).

10. Intellectual property

• We own the Service, including all software, design, and documentation. You receive a limited, non-exclusive, non-transferable right to use the Service for your internal business during your subscription. You receive no ownership rights in Herald.
• You own your data. You grant us the rights needed to operate the Service — to receive, process, display, and transmit your data as the Service is designed to do.
• If you send us feedback or suggestions, we may use them and incorporate them into the Service without restriction, compensation, or attribution.
• The Service may include open-source software components, which are governed by their applicable open-source licenses.

11. Suspension

We may suspend the Service for your organization (with notice where practicable) if: payment is overdue; your trial has expired; we reasonably believe your use threatens the security, integrity, or availability of the Service or violates Section 5; or suspension is required by law. Where necessary to protect the Service or its customers, we may suspend without prior notice accounts we reasonably believe are compromised, and use involving excessive API consumption, abusive traffic, or suspected security incidents — with notice as soon as practicable afterward. We will restore service promptly once the cause is resolved.

12. Term and termination

• These Terms apply while you have a subscription or otherwise use the Service.
• Either party may terminate for material breach if the breach is not cured within 30 days of written notice, or immediately if the breach is incapable of cure.
• You may stop using the Service and cancel per your order's cancellation terms.
• Upon termination, your access ends and we will delete your organization's data as described in the DPA. Sections that by their nature should survive (including 9, 10, 13, 14, 15, and 16) survive termination.

13. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT EVERY CALL WILL PRODUCE A POP, THAT CALLERS WILL ALWAYS BE CORRECTLY IDENTIFIED, OR THAT CRM MATCHES OR AI-GENERATED CONTENT WILL BE ACCURATE OR COMPLETE. THE SERVICE PROVIDES INFORMATION TO ASSIST YOUR USERS; IT IS NOT A SYSTEM OF RECORD AND IS NOT A SUBSTITUTE FOR YOUR OWN BUSINESS RECORDS OR JUDGMENT.

THE SERVICE IS NOT PART OF EMERGENCY CALL ROUTING, EMERGENCY NOTIFICATION, OR PUBLIC SAFETY COMMUNICATIONS (E.G., 911) AND MUST NOT BE RELIED UPON FOR EMERGENCY SERVICES OF ANY KIND.

NO SERVICE LEVEL AGREEMENT APPLIES: WE PROVIDE NO UPTIME OR RESPONSE-TIME COMMITMENTS UNLESS SPECIFICALLY AGREED IN A SEPARATE WRITTEN AGREEMENT.

14. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (a) NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, BUSINESS OPPORTUNITIES, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY; (b) VIRTUAL GUARDIANS IS NOT LIABLE FOR: YOUR CONFIGURATION ERRORS OR PERMISSION SETTINGS; LOSS OF OR DAMAGE TO DATA WITHIN YOUR CRM OR OTHER CONNECTED SYSTEMS; THIRD-PARTY PLATFORM OUTAGES OR API CHANGES; AI-GENERATED CONTENT; OR INACCURATE CALLER MATCHING (SEE SECTIONS 5 AND 6); AND (c) EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS IS LIMITED TO THE FEES THE CUSTOMER PAID FOR THE SERVICE IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY. THESE LIMITS DO NOT APPLY TO A PARTY'S INDEMNIFICATION OBLIGATIONS, YOUR PAYMENT OBLIGATIONS, OR LIABILITY THAT CANNOT BE LIMITED BY LAW.

15. Indemnification

You will defend and indemnify Virtual Guardians against third-party claims arising from: your data; your use of the Service in violation of these Terms; your failure to obtain legally required notices or consents (including call-recording consents); your violation of privacy or data-protection laws; unlawful call recording or monitoring; unauthorized data collection; or regulatory violations arising from your configuration of the Service or the systems you connect. We will defend and indemnify you against third-party claims that the Service, as provided by us, infringes a U.S. patent, copyright, or trademark — provided you promptly notify us and let us control the defense. If the Service is subject to an infringement claim, we may modify it, procure rights for it, or terminate the affected subscription with a pro-rated refund.

16. General

• Governing law. These Terms are governed by the laws of the State of North Carolina, without regard to conflict-of-law rules. The exclusive venue for disputes is the state or federal courts located in New Hanover County, North Carolina, and each party consents to their jurisdiction.
• Changes. We may update these Terms; we will post updates at this URL and notify Customer administrators of material changes. Changes apply from your next billing cycle or 30 days after notice, whichever comes first. Continued use is acceptance.
• Assignment. Neither party may assign these Terms without the other's consent, except to an affiliate or to a successor in connection with a merger, corporate reorganization or restructuring, or sale of substantially all assets.
• Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control, including cloud infrastructure outages, Internet or telecommunications failures, and widespread cyber attacks.
• Export compliance. You will not use or access the Service in violation of U.S. export control laws or sanctions programs.
• Publicity. We may identify Customer by name and logo as a Herald customer in our marketing materials unless Customer requests otherwise in writing.
• Notices. Notices to us: info@virtual-guardians.com or Virtual Guardians, LLC, 1608 Queen Street #21, Wilmington, NC 28401. Notices to you: your administrators' email addresses on file.
• Entire agreement. These Terms, your order, the Privacy Policy, and the DPA are the entire agreement about the Service and supersede prior discussions. If a provision is unenforceable, the rest remain in effect. Our failure to enforce a provision is not a waiver.

Contact

Virtual Guardians, LLC
1608 Queen Street #21, Wilmington, NC 28401, USA
info@virtual-guardians.com · (910) 530-1600