Terms of Service · Apex Tools AI

Welcome to Apex Tools AI. These Terms of Service (“Terms,” “Agreement”) constitute a legally binding contract between Apex Tools AI (“we,” “us,” “our”), operated by Brown Neyra Sales 85 Corp, a Florida corporation, and the business entity or professional practice subscribing to or utilizing our services (“Practice,” “Customer,” “you,” “your”).

By accessing our website at apextoolsai.com, creating an account, or deploying our bilingual AI phone receptionist services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the services.

1. Scope of Service & Eligibility

Apex Tools AI provides automated, artificial intelligence-driven telecommunication and scheduling orchestration features designed primarily for healthcare providers, dental practices, medical spas, and small businesses. Our platform is exclusively a business-to-business (B2B) tool. You must be an authorized representative of a valid business entity under applicable United States law to establish an account and bind your organization to these Terms.

2. Account Security & Third-Party Integrations

Account Safeguards: You are solely responsible for maintaining the strict confidentiality of your account login credentials, including passwords securely hashed by our platform. You agree to notify us immediately at hello@apextoolsai.com of any unauthorized use or security breach.
Authorized Integrations: The service relies on API connections and OAuth permissions to write, modify, or sync calendar events and metadata to your external solutions (such as Google Calendar, NexHealth, or Cal.com). By activating these integrations, you grant us explicit operational authority to access those third-party platforms on your behalf. You are responsible for ensuring that your third-party API credentials, tokens, and system parameters remain accurate and active.

3. HIPAA Compliance & Business Associate Obligations

Because Apex Tools AI interacts with patients or clients on behalf of medical or dental practices, our processing of data may involve Protected Health Information (PHI) under the Health Insurance Portability and Accountability Act (HIPAA).

Business Associate Agreement (BAA): Prior to or concurrently with utilizing the services to process any caller interactions containing health metrics, you and Apex Tools AI must execute a mutually acceptable Business Associate Agreement (BAA).
Precedence of Terms: Regarding the treatment, protection, retention, and handling of Protected Health Information (PHI), the executed BAA shall take precedence and strictly control over any conflicting provisions contained within these Terms or our public Privacy Policy.

4. Call Recording Regulations & Consent Mandates (Florida Compliance)

The State of Florida enforces a strict, mandatory “all-party consent” rule for intercepting, recording, or processing oral and electronic communications under Fla. Stat. § 934.03. Violation of these statutes carries severe civil and criminal penalties.

CRITICAL LEGAL DUTY: It is the exclusive, non-delegable legal responsibility of the Customer (the Practice) to ensure that proper telephonic disclosures are active. Your telephone system must play a clear, unambiguous introductory greeting to every single inbound caller stating that the call is being recorded and processed by automated artificial intelligence tools before the live audio stream is routed to or processed by Apex Tools AI.

You agree to indemnify, defend, and hold harmless Apex Tools AI and Brown Neyra Sales 85 Corp from any and all claims, damages, liabilities, regulatory fines, or legal expenses arising out of your failure to secure proper consent from callers as mandated by Florida or federal law.

5. Payment, Subscription Billing, & Cancellations

Billing Orchestration: Subscription management, invoicing, and payment execution are managed securely via Stripe, Inc. By subscribing, you authorize Stripe to automatically charge your designated payment mechanism for the applicable recurring subscription fees.
Taxes: All fees are exclusive of applicable local, state, or federal taxes (including Florida state sales or discretionary commercial taxes). It is your responsibility to pay all such taxes.
Cancellation & Deletion: You may terminate your subscription at any time within your customer dashboard interface. Upon formal cancellation, your account parameters remain accessible for the duration of the paid period. Following account closure, your system configurations and historical call data are securely purged within 90 days, except as required for tax compliance or specific BAA preservation terms.

6. Acceptable Use Restrictions

You agree that you will not use the Apex Tools AI platform, voice engines, or language model interfaces to:

Engage in deceptive, fraudulent, or predatory business practices;
Transmit, store, or generate defamatory, obscene, or unlawful communications;
Initiate automated outbound telemarketing or “robocalls” that violate the Telephone Consumer Protection Act (TCPA) or Florida Telemarketing Act;
Attempt to bypass, reverse engineer, or decompile any portion of our infrastructure, application security layer, or Cloudflare architecture controls.

7. Intellectual Property Rights

Apex Tools AI, including its proprietary prompts, voice orchestration workflows, codebases, dashboard UI, and operational logic, is owned entirely by Brown Neyra Sales 85 Corp and is protected by United States copyright, trademark, and trade secret laws. We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the platform solely for your internal business operations during an active subscription term.

8. Disclaimer of Warranties

THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. APEX TOOLS AI EXPLICITLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE AI RECEPTIONIST WILL OPERATE COMPLETELY ERROR-FREE, UNINTERRUPTED, OR TRANSCRIBE EVERY AUDIO INTERACTION WITH 100% ACCURACY.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL APEX TOOLS AI OR BROWN NEYRA SALES 85 CORP BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR USE, INCURRED BY YOU OR ANY THIRD PARTY, WHETHER IN AN ACTION IN CONTRACT OR TORT, ARISING FROM YOUR ACCESS TO, OR USE OF, THE SERVICES. OUR TOTAL AGGREGATE LIABILITY FOR ANY CLAIMS ARISING UNDER THESE TERMS SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY YOU TO US IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY.

10. Governing Law & Dispute Resolution

These Terms, along with any disputes arising from or relating to your use of our platform, shall be governed by, construed, and enforced strictly in accordance with the laws of the State of Florida, without regard to its conflict of law principles. Any legal action, suit, or proceeding arising under or relating to these Terms must be instituted exclusively in the state or federal courts located in Florida, and you hereby consent to the personal jurisdiction of such courts.

11. Contact Information

If you have questions, compliance requests, or notices regarding these Terms, please contact us at:

Apex Tools AI
Operated by Brown Neyra Sales 85 Corp
Email: hello@apextoolsai.com