Terms of Service

These Terms of Service (these “Terms”) govern your access to and use of the products and services described below (collectively, the “Services”) provided by Receiptroller Co., Ltd. (the “Company,” “we,” or “us”).

The Services are made available to organizations that subscribe to them (each, a “Customer”) and to individuals who use them on a Customer’s behalf (each, an “End User,” together with the Customer, “you”). By installing, accessing, or using the Services, the Customer accepts these Terms on behalf of itself and its End Users.

Article 1 (Purpose of the Services)

The Services consist of:

• AB Projects — a collaborative task and project management platform integrated with Microsoft Teams, Microsoft Outlook, and Microsoft 365, including AI-assisted task summaries, suggested subtasks, meeting-transcript task extraction, and a Model Context Protocol (MCP) server permitting authorized third-party AI assistants to read and modify the Customer’s work; and
• AB Sales Management Service (also marketed as “AB CRM”) — a customer relationship management product for managing leads, contacts, customer accounts, and the sales pipeline, including AI-assisted lead research and automated outbound email sent on the Customer’s behalf from the Customer’s own Microsoft 365 mailbox.

The Services may be referenced individually or collectively as “AB” or “ActionBridge.” The Company may add to, modify, or discontinue components of the Services from time to time in accordance with these Terms.

Article 2 (Definitions)

• “End User” means a natural person who accesses the Services on behalf of a Customer. An End User may be an AB Projects User, an AB Sales Management Service User, both, or neither (where the Customer has subscribed to only one of the products).
• “AB Projects User” means an End User who accesses functions of AB Projects, including task and project management, Documents (Wiki), the Microsoft Teams bot, Microsoft Outlook and Calendar integrations, and the meeting-transcript task-extraction feature.
• “AB Sales Management Service User” means an End User who accesses functions of the AB Sales Management Service, including lead, contact, customer-account, and opportunity management, AI-assisted lead research, and the outbound-email automation described in Article 8.
• “MCP User” means a third-party AI assistant (such as Anthropic Claude, OpenAI ChatGPT, or any other spec-compliant Model Context Protocol client) that an End User has authorized through the OAuth 2.0 flow described in Article 7 to access the Services on the End User’s behalf. An MCP User is not a natural person and acts only within the scope of the authorizing End User’s own permissions in the Services.
• “Customer Content” means the data that the Customer, its End Users, or any MCP User they authorize input into the Services, including tasks, comments, Documents (Wiki) articles, customer records, contacts, and outbound-mail templates.
• “Lead Data” means personal data of natural persons (typically the Customer’s prospective customers) that the Customer or its AB Sales Management Service Users input into the AB Sales Management Service.
• “AI Output” means content generated by the Services using artificial intelligence or large language models, including but not limited to task summaries, suggested subtasks, extracted meeting action items, lead research results, and AI-drafted outbound emails.
• “Third-Party AI Provider” means a third party that supplies AI inference services to the Company in support of AI features within the Services. As of the effective date of these Terms, Google LLC (Gemini) and OpenAI, OPCO, LLC (GPT) are Third-Party AI Providers. The current list of Third-Party AI Providers and the features each one powers is published in Article 6.
• “AppSource” means the Microsoft commercial marketplace through which subscriptions to the Services may be purchased.

Article 3 (Applicability)

These Terms apply to all use of the Services, whether the user is a Customer, an End User, or a person to whom the Customer or an End User has delegated access through an integration permitted under these Terms (for example, an MCP User connected through the MCP server). The Customer is responsible for ensuring that its End Users comply with these Terms and the Customer’s own internal policies.

Article 4 (Authentication via Microsoft 365)

Access to the Services requires authentication through a Microsoft Entra ID (Azure Active Directory) account associated with the Customer’s Microsoft 365 tenant. No separate username or password is created or stored by the Company for End User access. Single sign-on, multi-factor authentication, and conditional access policies are governed by the Customer’s Microsoft 365 configuration.

Article 5 (Microsoft 365 Permissions and Data Residency)

The Services request Microsoft Graph and Microsoft Teams permissions necessary to provide their functions, including reading and writing tasks, calendar events, Teams channel messages, Documents (Wiki) data, and, where applicable, sending mail on the Customer’s behalf. The Customer’s Microsoft 365 administrator may review and consent to the specific permissions requested during installation. Persistent data stored by the Services resides on Microsoft Azure infrastructure. Details of data location, security controls, and applicable certifications are described in the Company’s Data Protection and Security document, which is incorporated into these Terms by reference.

Article 6 (AI Features and Third-Party AI Providers)

The Services use artificial intelligence to support a number of features. To provide these features, the Company sends the relevant portion of Customer Content or Lead Data to a Third-Party AI Provider for inference. The table below identifies which feature is powered by which Third-Party AI Provider as of the effective date of these Terms:

Feature	Available to	Third-Party AI Provider
Task AI summaries	AB Projects User	OpenAI (GPT)
AI-suggested subtasks	AB Projects User	OpenAI (GPT)
Microsoft Teams bot intent detection and conversational responses	AB Projects User	OpenAI (GPT)
Personal and project dashboard AI greeting	AB Projects User	OpenAI (GPT)
Meeting-transcript task extraction (extracting candidate tasks from a Microsoft Teams meeting transcript)	AB Projects User	Google (Gemini)
Lead website lookup (one-click “Get URL”) and the equivalent nightly lead-automation step	AB Sales Management Service User	Google (Gemini), with Google Search grounding
Lead research (extracting public information about a company or contact)	AB Sales Management Service User	Google (Gemini)
AI-drafted outbound email content	AB Sales Management Service User	Google (Gemini)

Customer Content and Lead Data sent to a Third-Party AI Provider is not used by that provider to train its models, in accordance with the API terms governing the Company’s use of that provider.

AI Output is clearly indicated within the Services. AI Output may contain factual errors, omissions, or content that does not reflect the Customer’s intent. The Customer, its End Users, and any MCP User they authorize are responsible for reviewing AI Output before relying on it or sharing it with third parties. The Company may add, remove, or change Third-Party AI Providers from time to time and will update this Article 6 accordingly. To report objectionable AI Output, contact us via the contact form.

Article 7 (Third-Party AI Assistants and the MCP Server)

The Services include a Model Context Protocol (“MCP”) server through which an End User may grant a third-party AI assistant access to the End User’s tasks, projects, and Documents (Wiki) within AB Projects. The resulting authorized assistant is an “MCP User” as defined in Article 2. Authorization is granted through an OAuth 2.0 flow and may be revoked by the End User at any time from within the Services.

The Customer acknowledges that an MCP User: (a) acts on the instructions of the authorizing End User; (b) may read, create, modify, or delete Customer Content within the scope of that End User’s own permissions in the Services; and (c) is operated by a third party subject to that third party’s own terms of service and privacy policy, for which the Company is not responsible. The Customer is responsible for ensuring that each authorization granted by its End Users to an MCP User complies with the Customer’s internal policies and applicable law.

Article 8 (Outbound Email via the Sales Management Service)

The AB Sales Management Service permits the Customer and its AB Sales Management Service Users to send outbound email to leads and contacts from the Customer’s own Microsoft 365 mailbox using Microsoft Graph. Such email may be sent automatically based on the Customer’s configured templates and automation rules, including without further intervention from an AB Sales Management Service User at the time of sending.

The Customer is solely responsible for: (a) obtaining all consents, providing all notices, and complying with all applicable laws governing the sending of commercial or transactional electronic mail to recipients in the jurisdictions where those recipients are located, including without limitation the General Data Protection Regulation (EU and UK GDPR), the CAN-SPAM Act (United States), Canada’s Anti-Spam Legislation (CASL), the Privacy and Electronic Communications Regulations (PECR), and Japan’s Act on Specified Commercial Transactions; (b) the content of all outbound email, including templated content with merge fields; and (c) honoring all opt-out and unsubscribe requests.

The Services provide controls intended to assist Customers in operating their outbound automation responsibly, including per-organization daily send caps, a 24-hour pause control, an automatic-stop circuit breaker, recall actions, and a per-send audit log. These controls do not substitute for the Customer’s legal obligations under applicable law and do not constitute a warranty by the Company that the Customer’s outbound program is compliant.

Article 9 (Customer Content and Lead Data)

As between the Company and the Customer, Customer Content and Lead Data are owned by the Customer. The Customer grants the Company a limited, non-exclusive license to host, process, transmit, and display Customer Content and Lead Data solely as necessary to provide and improve the Services and as permitted by these Terms.

With respect to Lead Data and other personal data of natural persons that the Customer inputs into the Services, the Customer acts as the data “controller” and the Company acts as a “processor” as those terms are used in EU and UK GDPR. The Customer represents and warrants that it has a lawful basis to input each item of Lead Data into the Services and to authorize the Company’s processing of that data for the purposes described in these Terms.

A Data Processing Addendum (DPA) further describing the parties’ respective data-protection obligations is available upon request via the contact form.

Article 10 (Prohibited Actions)

You shall not, and shall not permit any End User or authorized third party to:

• Violate any applicable law or regulation, or public order and morals;
• Use the Services in connection with criminal activity;
• Disrupt, damage, or interfere with the Company’s servers, networks, or the operation of the Services;
• Collect, store, or process personal data within the Services without a lawful basis to do so;
• Use the AB Sales Management Service to send commercial email in violation of applicable anti-spam, electronic-marketing, or consumer-protection laws, regardless of whether the email is sent manually by an AB Sales Management Service User or automatically by a configured automation rule;
• Store special-category personal data (such as health, financial, or government-identifier data) within the Services without ensuring all additional legal requirements for such data are met;
• Use any MCP User in violation of that third-party assistant’s own terms of service;
• Circumvent or attempt to circumvent rate limits, security controls, or usage quotas imposed by Microsoft, by any Third-Party AI Provider, or by the Services themselves;
• Reverse engineer, decompile, or analyze the Services for the purpose of building a competing product;
• Engage in any other action the Company reasonably determines to be inappropriate.

Article 11 (Service Availability)

The Company targets the service availability commitments described in the Company’s Service Level Agreement (SLA), which is incorporated into these Terms by reference. In the event of a conflict between these Terms and the SLA with respect to service-availability matters, the SLA controls.

Article 12 (Suspension of Service Provision)

The Company may suspend or interrupt the Services, in whole or in part and without prior notice, when:

• Scheduled or emergency maintenance is required;
• Continued provision is rendered difficult by force majeure events such as earthquakes, lightning, fires, power outages, natural disasters, riots, war, terrorism, or changes in law;
• Continued provision is rendered difficult by a third party’s outage on which the Services depend, including Microsoft Azure, Microsoft 365, or a Third-Party AI Provider; or
• Other circumstances exist in which the Company reasonably determines that continued provision is not advisable.

Article 13 (Disclaimer of Warranty and AI Output Disclaimer)

The Services and all AI Output are provided “as is” and “as available.” To the maximum extent permitted by applicable law, the Company disclaims all warranties, express or implied, regarding the absence of defects, security, reliability, accuracy, completeness, fitness for a particular purpose, and non-infringement.

Without limiting the generality of the foregoing: AI Output is produced by probabilistic models and may contain factual errors or omissions; AI-assisted lead research may return incorrect or out-of-date information about third parties; AI-suggested subtasks and AI-extracted meeting tasks may misinterpret the source material; and AI-drafted outbound email content may misstate facts or reflect a tone unsuitable for the recipient. The Customer and End Users are responsible for reviewing all AI Output before acting on it.

Article 14 (Limitation of Liability)

To the maximum extent permitted by applicable law, the Company shall not be liable for: (a) any loss or damage arising out of the Customer’s or any End User’s reliance on AI Output; (b) any loss or damage arising out of the Customer’s outbound email program, including but not limited to claims by recipients, regulators, or other third parties relating to consent, content, or deliverability; (c) any loss or damage arising out of the acts or omissions of any MCP User authorized by an End User through the MCP server; or (d) any indirect, incidental, consequential, special, exemplary, or punitive damages.

The Company’s aggregate liability arising out of or relating to the Services and these Terms shall not exceed the amount paid by the Customer to the Company (or to AppSource on the Company’s behalf) for the Services during the twelve (12) months preceding the event giving rise to the claim.

Article 15 (Changes to the Services)

The Company may add, change, or discontinue any feature or component of the Services from time to time. For material changes that materially reduce the functionality of a paid Service tier, the Company will use commercially reasonable efforts to provide at least thirty (30) days’ prior notice.

Article 16 (Changes to These Terms)

The Company may revise these Terms from time to time. For any material change adverse to the Customer, the Company will provide notice through the Services and through the Customer’s designated administrative email address at least thirty (30) days before the change takes effect. The Customer’s continued use of the Services after the effective date of revised Terms constitutes acceptance of those revised Terms.

Article 17 (Subscription, Billing, and Refunds via Microsoft AppSource)

Subscriptions to paid tiers of the Services are sold through Microsoft AppSource. Microsoft acts as the merchant of record for AppSource transactions. Pricing, billing periods, automatic renewal, taxes, and refund eligibility are governed by the AppSource purchase agreement between the Customer and Microsoft. Any refund claim for an AppSource subscription must be made through Microsoft in accordance with Microsoft’s applicable marketplace policy.

Where the Customer subscribes directly with the Company outside of AppSource, fees paid are generally non-refundable except where required by applicable law. Invoice errors should be reported to the Company without undue delay; confirmed errors will be corrected promptly.

Article 18 (Account Termination and Data Retention)

Either party may terminate the Customer’s use of the Services in accordance with the subscription terms applicable to that Customer (AppSource cancellation or, for direct subscriptions, the parties’ direct agreement). For a period of ninety (90) days following termination, the Customer may request export of its Customer Content and Lead Data by submitting a request via the contact form. After ninety (90) days, the Company will permanently delete the Customer’s Customer Content and Lead Data from active systems, subject to retention for legitimate business or legal reasons (such as financial-recordkeeping obligations).

Article 19 (Support)

The Company provides support to Customers and End Users through the contact form and through the help center at https://actionbridge.io/en-US/help/. Target response times are described in the SLA.

Article 20 (Customer References and Marketing)

Unless the Customer notifies the Company in writing to the contrary, the Company may identify the Customer by name and standard logo as a user of the Services on the Company’s website and in standard sales and marketing materials. The Company will not publish detailed information about an individual Customer’s use of the Services, or any case study referencing the Customer, without that Customer’s prior written consent.

Article 21 (Notification of Changes)

Notifications under these Terms are delivered through one or more of: (a) email to the Customer’s designated administrative address; (b) an in-product notification in the Services, including a Microsoft Teams Adaptive Card posted to a channel where the Services are installed; or (c) an in-product banner displayed at the next sign-in. The Company will provide notifications in advance of the effective date of any change wherever practicable.

Article 22 (Personal Information)

The Company processes personal information collected through the Services in accordance with the Company’s Privacy Policy, which is incorporated into these Terms by reference.

Article 23 (Intellectual Property Rights)

All intellectual property rights in and to the Services, including software, user interfaces, documentation, and Company-provided templates, belong to the Company. These Terms do not transfer any intellectual property rights in the Services to the Customer or any End User, other than the limited rights of use expressly granted in these Terms. As between the parties, the Customer retains all intellectual property rights in and to Customer Content.

Article 24 (Governing Law and Jurisdiction)

These Terms are governed by the laws of Japan. The parties consent to the exclusive jurisdiction of the courts located in the city in which the Company’s headquarters is registered with respect to any dispute arising out of or relating to these Terms or the Services, except where a Customer’s purchase of a subscription through AppSource is subject to a different dispute-resolution framework agreed between the Customer and Microsoft, in which case that framework governs disputes within its scope.