Ownership policy

Active

You own phone + SIM + number

Suspended

30 days · $150 to reinstate

Forfeit

Number permanently lost

AgentCell — Ownership Policy

Full breakdown of customer ownership for the phone, SIM, and phone number — including physical delivery, monthly obligations, reinstatement, and forfeiture.
Related: AGENTCELL_CONCEPT.md | AGENTCELL_PLATFORM_SPEC.md | AGENTCELL_AGENT_ONBOARDING.md | AGENTCELL_ADMIN.md

Executive Summary
What You Own
Hosted vs Physical Delivery
Monthly Obligations
Non-Payment Timeline
Reinstatement Fee ($150 USD)
Forfeiture (30 Days After Disconnection)
Starting Over After Forfeiture
Fee Summary
Comparison: AgentCell vs CPaaS
API & Product Implications
FAQ
Related Documents

1. Executive Summary

AgentCell is built on a simple ownership model: you own the phone, the SIM, and the number assigned to your agent’s cell. That ownership is real — but it is linked to an active service subscription. You pay to keep the line hosted, routed, and API-accessible; if you stop paying, service is suspended and ownership can be rescinded.

Key points:

| Topic | Policy | |-------|--------| | What you own | Dedicated phone + SIM + phone number (one set per cell) | | Default custody | Phone hosted in AgentCell infrastructure; you own it logically | | Fulfillment | Hosted by default. Paid cell waits for a handset, typically 1–72 hours, with tracking on the phone order | | Monthly fee | $79 / cell after $229 + tax setup (org $29 + cell setup $150 + cell $50). SMS included | | Missed payment | Service suspended; $150 USD reinstatement to restore (SIM replace + phone reset) | | 30 days unpaid | Forfeiture — ownership rescinded; phone returns to AgentCell; number permanently lost | | New phone later | Allowed anytime with standard setup; forfeited number never returns |

AgentCell differs from typical CPaaS (e.g. AgentPhone) where numbers are rented and released on non-payment. Here, you own the assets while active — and accept clear consequences if the subscription lapses.

You cannot bring your own number or plug in your own handset for hosting. AgentCell hosts the device. Not BYON.

2. What You Own

Each Cell is tied to exactly one ownership bundle:

graph TD
    Cell[Cell] --> Phone[Phone hardware]
    Cell --> SIM[SIM card]
    Cell --> Number[Phone number E.164]
    Phone --- SIM
    SIM --- Number

2.1 The three assets

| Asset | What ownership means | While service is active | |-------|----------------------|-------------------------| | Phone | You own the dedicated device provisioned for your cell | Hosted at AgentCell or shipped to your address | | SIM | You own the cellular identity on that device | Active on your number; paired to your phone | | Number | You own use of that E.164 number for your agent | Inbound/outbound SMS routed to your API/webhooks |

2.2 Service-linked ownership

Ownership is not the same as buying an unlocked phone with no carrier:

API access, hosting, and number routing require a current subscription
10DLC/A2P, TCPA, and messaging compliance are your responsibility — not registered or managed by AgentCell (see AGENTCELL_CONCEPT.md §10)
You own the hardware and line identity; AgentCell operates the infrastructure that makes the agent reachable
If subscription ends and forfeiture occurs, all three assets revert — you do not keep the number or SIM, and hosted phones are reclaimed (shipped phones: see §7)

2.3 One cell, one bundle

One phone, one SIM, one primary number per cell
Numbers are not shared across cells or customers
Metadata and message history attach to the cell record, not merely the number

2.4 Many cells, many phones (fleet ownership)

Your organization (or AI agent account) can own multiple cells — each cell is a separate ownership bundle. Adding a phone means creating another cell via POST /cells; each incurs its own setup, hosting, and lifecycle (suspend, reinstate, ship, forfeit) independent of sibling cells.

| Scope | Ownership | |-------|-----------| | One cell | 1 phone + 1 SIM + 1 number | | Organization | Fleet of N cells — you own N phones, N SIMs, N numbers | | Pod | Subset of org cells assigned to a tenant |

Non-payment on one cell suspends that cell only; other cells in the fleet remain active if their subscriptions are current. Forfeiture at day 30 applies per cell, not org-wide. See AGENTCELL_CONCEPT.md §4.

3. Hosted vs Physical Delivery

3.1 Hosted (default)

When you create a cell, you get a waiting phone order, not a live number. An operator ships or assigns a handset (typically 1–72 hours). Tracking, phone type, and ETA live on the order. The AgentCell SMS app (sideload / operator image — not a store listing) becomes the default SMS app, claims AGENTCELL-SETUP, and stays on the device WebSocket.

| Aspect | Detail | |--------|--------| | Physical device onboarding | Operator sends setup SMS from the connected admin handset. The phone self-claims. Never pk_live_ in SMS | | Ownership | Yours — phone, SIM, and number — once the cell is linked | | Your access | Full API for agent; console read-only + pay + API keys (public phone, no ADB) | | Fees | $229 + tax setup, then $79 / mo. SMS included |

You own the device; AgentCell holds custody for uptime and monitoring unless the unit is in the field. Carrier compliance for outbound messaging remains your obligation.

3.2 Tracking, not a $300 SKU

Public pricing is the modular cell plan above. Tracking number and ship carrier are fields on phone_orders. POST /v1/cells/{id}/ship-request exists as a stub and is not a $300 public SKU.

4. Monthly Obligations

To keep your cell active, you must pay:

SetupDue     = OrgMonthly + CellSetup + CellMonthly + tax   # $29 + $150 + $50 = $229
MonthlyTotal = OrgMonthly + CellMonthly                     # $79

See pricing and AGENTCELL_CONCEPT.md §6.

| Component | Purpose | Default USD | |-----------|---------|-------------| | Org monthly | API, webhooks, dashboard | 29 | | Cell setup | Handset + number activation | 150 (once) | | Cell monthly | Device uptime, SIM, monitoring | 50 | | SMS | Inbound and outbound | included |

Payment methods: Card on file via Stripe (auto-charge on renewal); x402 (USDC wallet); MPP (Stripe SPT or Tempo stablecoin). Prepaid balance from x402/MPP deposits debits usage daily; low balance triggers billing.prepaid.low_balance webhook.

If payment fails:

Retry per Stripe dunning rules
Email and console notifications
Cell enters Suspended state (see §5)
SMS/API disabled; number does not receive or send

5. Non-Payment Timeline

stateDiagram-v2
    [*] --> Active: subscription current
    Active --> Suspended: monthly payment failed
    Suspended --> Active: pay arrears plus reinstatement fee
    Suspended --> Forfeited: 30 days without payment
    Forfeited --> Rescinded: ownership rescinded
    Forfeited --> NewCell: may provision new cell

Timeline table

| When | State | What happens | |------|-------|----------------| | Day 0 | Payment fails | Last retry fails; notices sent; cell moves to Suspended | | Days 0–30 | Suspended | No SMS in/out; API messaging disabled for that cell; webhooks may still fire account events | | Any day 1–30 | Reinstatement available | Pay all arrears + $150 reinstatement fee → service restored on same number (see §6) | | Day 30+ | Forfeited | No payment received within 30 days of suspension → ownership rescinded (see §7) |

Day 30 is counted from the start of suspension (first day service was disconnected for non-payment), not from the original missed invoice date.

Suspended state details

While suspended:

Your agent cannot send or receive SMS/MMS on that number
The phone may be remotely disabled or SIM deactivated
You still own the assets until day 30 — reinstatement is possible
Usage charges do not accrue for disabled messaging (hosting period for the suspension window may still be invoiced as arrears — see console invoice)

6. Reinstatement Fee ($150 USD)

If you restore payment within 30 days of suspension, you may reinstate the same cell, same number, subject to a $150 USD reinstatement fee (in addition to all outstanding balances).

Why $150?

Reinstatement is not a simple “flip a switch” — it requires:

| Step | Reason | |------|--------| | SIM replacement | Old SIM is deactivated for security when service stops; a new SIM must be provisioned | | Phone reset & re-provisioning | Factory reset (or equivalent), re-enrollment, and pairing to the new SIM | | Number re-activation | Carrier-side reattach of your E.164 to the new SIM | | Labor & testing | Manual ops to verify SMS/MMS and API routing |

The $150 USD fee covers this operational work. It does not include:

Unpaid monthly hosting/service invoices (paid separately)
Unpaid usage charges (paid separately)
Any setup or shipping fees from original provisioning

Reinstatement flow

Pay all arrears (hosting, service, usage) via console, POST /v1/billing/reinstate, pay_with_x402, or pay_with_mpp (intent=reinstate)
Pay $150 reinstatement fee (line item on same checkout)
AgentCell replaces SIM, resets/re-provisions phone, reactivates number
Cell returns to Active; same cell_id and same phone number

MCP/CLI: billing reinstate --cell-id cell_abc123 [--rail stripe|x402|mpp]

7. Forfeiture (30 Days After Disconnection)

If 30 consecutive days pass in Suspended state without full payment (arrears + reinstatement fee if applicable), ownership is rescinded and assets are forfeited to AgentCell.

7.1 What forfeiture means

| Asset | Outcome | |-------|---------| | Ownership | Rescinded — you no longer own the phone, SIM, or number | | Phone | Forfeited to AgentCell | | SIM | Deactivated and reclaimed | | Number | Released; permanently unavailable to you |

You lose all three as a bundle. Partial retention (e.g. keeping the phone but losing the number) is not offered.

7.2 Hosted phones

Device is reclaimed into AgentCell inventory
Remote wipe and factory reset
May be reprovisioned for a future customer (as a different cell/number)

7.3 Shipped phones (delivered to your address)

If you paid $300 + shipping and received the physical device:

| Scenario | Policy | |----------|--------| | Preferred | You return the device using a prepaid return label (issued at forfeiture notice) within 14 days | | If not returned | Remote wipe via MDM; device permanently disenrolled; you may retain inert hardware but no ongoing service or number | | Legal | Failure to return may be treated as theft of company property where applicable; account may be referred to collections for device value |

AgentCell’s goal is recovery and reuse of hardware; return instructions are sent by email at day 23 (7 days before forfeiture).

7.4 Message history & data

| Data | Policy | |------|--------| | Your export window | From suspension start, 7 days to export conversations via API/console | | After forfeiture | Customer API access to that cell’s messages revoked | | AgentCell retention | Audit/compliance copy retained per legal requirements; not accessible to former owner |

Webhook events: ownership.rescinded, cell.forfeited

7.5 Notifications

| Day | Notice | |-----|--------| | 0 | Suspension — payment failed | | 7 | Reminder — reinstatement available ($150 + arrears) | | 23 | Final warning — forfeiture in 7 days; return label if shipped | | 30 | Forfeiture complete — ownership rescinded |

8. Starting Over After Forfeiture

You may at any time provision a new cell — new setup fee, new phone, new SIM, new number.

| Rule | Detail | |------|--------| | New cell allowed | Yes — standard onboarding (AGENTCELL_AGENT_ONBOARDING.md) | | Same number | No — forfeited numbers are never reassigned to the same customer | | Same cell_id | No — new cell_id issued | | Prior debt | Outstanding arrears from forfeited cell may block new provisioning until settled |

Forfeiture is not a ban — it is a loss of the specific assets. Your organization account may remain open if other cells exist or after debt resolution.

9. Fee Summary

| Fee | Amount | When | Refundable | |-----|--------|------|------------| | Cell setup (due at create) | $229 + tax | First cell / new cell | Snapshot on the phone order | | Monthly after | $79 + tax / cell | Recurring | N/A | | SMS | Included | Ongoing | N/A | | Reinstatement | $150 USD | After suspension, before day 30 | No | | New cell after forfeiture | Standard $229 setup | Any time after forfeiture | Snapshot on the new order |

10. Comparison: AgentCell vs CPaaS

| Aspect | CPaaS (AgentPhone) | AgentCell ownership | |--------|------------------------------------------------|-------------------| | Phone | Not provided | You own (hosted or shipped) | | SIM | Not provided | You own | | Number | Rented while paying | You own while active | | Non-payment | Number released (~30 day grace) | Suspend → reinstate ($150) or forfeit at 30 days | | Physical device | N/A | Hosted handset; tracking on the phone order (1–72h) | | Same number after lapse | No | No — same as CPaaS after forfeiture | | Reinstatement | N/A (new number) | $150 restores same number within 30 days |

AgentCell adds true ownership and physical custody options with stricter forfeiture tied to hardware and SIM ops costs.

11. API & Product Implications

Future platform endpoints (see AGENTCELL_PLATFORM_SPEC.md):

| Method | Path | Description | |--------|------|-------------| | GET | /v1/cells/{cell_id}/ownership | active, suspended, forfeited; dates and fees due | | POST | /v1/cells/{cell_id}/ship-request | Stub flag for physical delivery (not a public $300 SKU) | | GET | /v1/cells/{cell_id} | Public order (tracking, eta 1–72h, 229/79) + public phone (no ADB) | | POST | /v1/billing/reinstate | Pay arrears + $150; trigger reinstatement (Stripe, x402, or MPP) | | GET | /v1/billing/arrears | Amount due before reinstatement | | POST | /v1/billing/mpp/pay | MPP reinstatement with intent=reinstate | | GET | /v1/billing/x402/requirements | x402 quote for reinstatement (intent=reinstate, cell_id) |

Webhook events:

| Event | When | |-------|------| | cell.suspended | Payment failure; service disconnected | | cell.reinstated | Payment + $150; service restored | | cell.forfeited | Day 30; assets reclaimed | | ownership.rescinded | Legal ownership ended | | cell.ship_request.completed | Phone delivered |

Console surfaces (read-only except pay):

Cell detail: ownership badge (Active / Suspended / Forfeited)
Billing: “Pay reinstatement” when suspended
Connect: API keys and agent setup snippets

Physical ship requests and fleet changes: agent/API only.

12. FAQ

Can I keep my number if I pay on day 29?

Yes, if you pay all arrears plus the $150 reinstatement fee before day 30 of suspension. The same number is restored after SIM replace and phone reset.

Can I get the same number back after forfeiture?

No. After forfeiture, the number is released and will never be assigned back to your account. You must provision a new cell with a new number.

Who owns the phone while it is hosted?

You do. AgentCell provides custody, power, network, and monitoring — similar to colocation. You do not own a generic pool device; you own your dedicated unit.

Does a shipped handset eliminate the monthly fee?

No. $79 / month + usage still apply after $229 setup. Tracking on the order is fulfillment, not a substitute for subscription.

Is setup refundable after the handset ships?

Not after fulfillment starts. Contact support before the order leaves paid_waiting if you need to cancel.

What happens to my agent’s API access when suspended?

Messaging APIs for that cell are disabled. Account-level APIs (billing, reinstate, export) remain for the suspension window.

What if I only owe usage, not hosting?

All arrears must be cleared before reinstatement, including hosting, service, and usage.

Can I transfer ownership to another person?

Not documented in MVP — ownership is tied to the organization account that provisioned the cell. Contact support for enterprise transfer requests.

How is this different from AgentMail inboxes?

AgentMail sells email inbox access with no hardware. AgentCell sells cellular ownership (phone + SIM + number) with physical and forfeiture rules.

13. Related Documents

| Document | Purpose | |----------|---------| | AGENTCELL_CONCEPT.md | Product vision, pricing tiers, cell model | | AGENTCELL_PLATFORM_SPEC.md | API, MCP, CLI, frontend | | AGENTCELL_AGENT_ONBOARDING.md | Sign-up through first message | | AGENTMAIL_BREAKDOWN.md | Email platform reference | | AGENTPHONE_BREAKDOWN.md | CPaaS telephony reference | | AGENTCELL_ADMIN.md | Physical phone provisioning (phone keys, admin platform) |

Summary

AgentCell gives you real ownership of the phone, SIM, and number while the subscription is active. Setup is $229 + tax, then $79 / month, plus usage. A paid cell waits for a handset (typically 1–72h). If payment fails, you have 30 days to reinstate (pay arrears + $150 USD). After 30 days suspended, ownership is rescinded and the number is gone forever. You may always start fresh with a new cell and new number, but the forfeited number will never return.

Copy for Cursor / Claude

You own the phone, SIM, and number while the subscription is active.
Setup $229 + tax, then $79/mo per cell. SMS is included.
A paid cell waits for a handset (typically 1–72h; tracking on the order).
Missed payment → suspended → 30 days to reinstate ($150).
After 30 days the number is forfeited and never returns.