1. Draft status and parties
DRAFT — requires professional review before launch. These terms are not yet effective, should not be presented for acceptance, and contain bracketed issues that require founder decisions and counsel.
The intended agreement would be between [Legal entity name and entity type] ("AnswerWing") and the dental or medical practice identified in an order or onboarding record ("Practice"). The person accepting final terms must have authority to bind the Practice.
2. The service
AnswerWing is an operations service used with a separately configured voice engine. The voice engine answers calls, conducts the conversation, performs transfers, and produces post-call information. AnswerWing authenticates and receives that post-call webhook, stores normalized records, exposes a practice-scoped dashboard, queues alerts and delivery retries, and produces weekly reports.
AnswerWing does not include a carrier, telephone number, telephony network, speech-to-text engine, text-to-speech engine, or independent voice-model pipeline. The Practice's order and onboarding record should identify the enabled features, selected voice platform, phone routing, scheduling workflow, approved answers, transfer rules, alert contacts, and support expectations.
3. Eligibility, accounts, and access
The service is intended for US dental and medical practices and their authorized workforce. The Practice must provide accurate account information, name an administrator, limit access to people with a business need, keep credentials confidential, and promptly deactivate departed or unauthorized users.
Practice users are technically scoped to their own practice. A founder-role account can access multiple practices for operation of the service. The final agreement and access policy must define authorized support access, account review, and audit procedures.
4. Practice responsibilities
The Practice is responsible for:
- the accuracy and ongoing review of practice hours, services, insurance-network statements, scheduling rules, approved answers, clinical boundaries, and transfer instructions;
- maintaining its scheduling system, phone forwarding, on-call destinations, and independently verified alert contacts;
- reviewing call records, open messages, failed transfers, booking failures, alert failures, and Monday Reports rather than treating automation as unattended clinical coverage;
- training its workforce on dashboard access and appropriate handling of patient information;
- performing a fake-data end-to-end test before real patient traffic and after material configuration changes;
- obtaining legal, privacy, security, recording-consent, employment, and clinical advice appropriate to its operations.
5. Clinical and emergency boundary
AnswerWing is not a healthcare provider, clinician, nurse-triage service, emergency dispatch service, or substitute for 911.
The service must not be configured or relied on to diagnose, recommend treatment, assess whether symptoms are safe to wait, authorize medication or refills, quote insurance benefits or patient-responsibility amounts, or make another clinical or coverage decision. The Practice must supply appropriate emergency language, maintain its clinical escalation process, monitor failures, and ensure callers have a path to emergency services.
An urgent classification, SMS/email alert, or transfer request may fail or be delayed because of voice-platform, carrier, provider, network, configuration, recipient, or software conditions. It supplements—but does not replace—the Practice's emergency and on-call systems.
6. Patient data, privacy, and call recording
The Practice controls what patient information the voice provider collects and sends under the documented webhook contract. AnswerWing application-encrypts specified patient-bearing fields, authenticates dashboard access, and isolates practice users, but these safeguards do not by themselves establish compliance with any law.
Before real patient traffic, the parties must complete appropriate privacy/security review, agree data instructions and retention, confirm vendor eligibility and contracts, and execute any required BAA or other data-protection terms. The Practice is responsible for legally sufficient automated-assistant and call-recording notices and consent. Recording and wiretap rules vary by jurisdiction.
The final Privacy Policy and an executed data agreement should control privacy-specific details. If they conflict with final commercial terms, the order of precedence must be specified by counsel.
7. Third-party services
The planned stack uses Railway and managed PostgreSQL for hosting/data storage, Twilio for SMS, Resend for email, and Vapi as the primary voice engine. Synthflow remains available only as a deliberately configured alternate integration. Scheduling software, phone carriers, domain/DNS providers, Google Fonts, cdnjs, and other configured tools may also participate in the data path.
Those services have separate terms, technical limits, availability, and data practices. AnswerWing cannot make commitments on their behalf. The final agreement must allocate responsibility for vendor accounts, service changes, costs, outages, subprocessors, and replacement providers.
8. Trial, onboarding, and fees
The current website accepts a trial request only. It does not provide self-service activation, collect a payment card, or process payment. A founder follows up manually and must confirm onboarding prerequisites before activation.
Website references to a trial or monthly price are marketing information, not a completed purchase. Final trial length, fees, taxes, billing method, included usage, renewals, price changes, refunds, cancellation timing, and consequences of nonpayment must appear in a signed order or professionally approved final terms. Counsel should reconcile those provisions with any "cancel anytime" or "no contract" website copy before launch.
9. Acceptable use
The Practice and its users must not:
- use the service for unlawful, deceptive, harassing, discriminatory, or abusive calls or messages;
- configure the agent to impersonate a human or licensed professional, give clinical advice, or conceal legally required disclosures;
- send secrets or unnecessary patient information in URLs, support requests, issue trackers, screenshots, or application logs;
- probe or bypass authentication, tenant isolation, rate limits, alert-contact verification, or security controls;
- upload malicious content, interfere with service operation, or use another practice's data;
- resell or sublicense access unless a written agreement expressly permits it.
AnswerWing may suspend access necessary to address a credible security, safety, legal, or abuse risk, subject to notice and cure terms that counsel must define.
10. Availability, changes, and support
No service-level agreement is currently defined. Maintenance, deployments, third-party outages, network issues, configuration mistakes, or force-majeure events may interrupt answering, webhook delivery, alerts, dashboard access, or reports. The service includes operational health checks and retry mechanisms, but no mechanism eliminates failure.
The final agreement should define support channel, response targets, planned-maintenance notice, incident communications, material feature changes, and any service credits. AnswerWing may improve or replace components while preserving agreed core functionality, subject to the final change-control terms.
11. Term, suspension, termination, export, and deletion
Commercial and retention decisions are open. The founder and counsel must define the initial term, renewal, cancellation method, cure periods, immediate-suspension grounds, data export, post-termination access, deletion schedule, backup treatment, legal holds, and provider copies.
Until those rules are implemented and approved, this draft must not promise immediate deletion or a particular export format.
12. Intellectual property and open legal terms
The final agreement should state that each party retains its pre-existing intellectual property; the Practice retains its practice materials and patient data; and AnswerWing receives only the limited rights needed to provide, secure, support, and improve the service within agreed data-use limits. Any right to use feedback, logos, aggregated information, or de-identified information must be reviewed and stated expressly—none should be inferred from this draft.
The following provisions are intentionally not drafted as binding language and require counsel:
- warranties and disclaimers;
- indemnification and defense procedures;
- limitation of liability, exclusions, and cap;
- confidentiality and compelled disclosure;
- insurance requirements;
- governing law, venue, arbitration, jury/class waivers, and injunctive relief;
- assignment, notices, force majeure, severability, waiver, survival, and entire agreement;
- state-specific healthcare, privacy, automatic-renewal, and consumer-law requirements.
[Counsel must insert approved provisions and governing jurisdiction before launch.]
13. Contact
Questions about the final service terms should be directed to [legal contact email] at [legal entity name and mailing address].