Subject to the restrictions on use set forth in the Terms, you may use Avoma and the Services to:
- Avoma enables you to record the conversation that takes place in a web conferencing meeting (“Meeting”) or a call using a phone or dialer service (“Call”), which is retained in an audio and or video file (“Recording”), convert it into text form (“Transcript”), extract discussion points (“Notes”); identify different trends (“Insights”) - together with all other information data that you make accessible to Us is “Content”.
- We provide you a right and permission to use the Service subject to a valid subscription, pursuant to the terms of agreement, or subject to free evaluation terms, as further detailed below.
- Upon your subscription to the Service, We will grant you access to the Service or certain parts of it, which will allow you to add end-user accounts (“Users”) and to control or manage certain features of the Service. Your Users’ access to the Service is limited and personal.
- We use commercially reasonable efforts to maintain the highest Service availability. However, We cannot guarantee that the Service will operate in an uninterrupted or error-free manner. We perform Service maintenance and use commercially reasonable effort to schedule Our system down-time to off-peak hours and to avoid service interruptions and delays.
- We may make the Service or any part of it available to you on an evaluation basis until the earlier of (i) the end of the applicable evaluation period pursuant to the Sales agreement, (ii) your purchase of a Service subscription, or (iii) any termination of the evaluation by Us for any reason, or for no reason at all, by sending you a termination notice with immediate effect.
By accessing the Services, you represent and warrant that:
- You are not under eighteen (18) years of age.
- You have the right, authority and capacity to enter into the Terms and to abide by all of the terms and conditions set forth in the Terms.
- If you elect to use Services in connection with your employment or your work for a third party, you also represent and warrant that you have all right, authority, permission and third party approvals necessary to provide us with all of the Content.
In order to access and use the Services:
- You will be required to register on a registration form which will require you to provide personally identifiable information such as your e-mail address (your “User ID”).
- We reserve the right to refuse registration of, or to cancel, a User ID at our discretion.
- You agree to notify Avoma immediately of any unauthorized use of your account or any other breach of security by emailing to: firstname.lastname@example.org
You agree to comply, and you will require your Meeting participants or Call receivers to comply, with all applicable laws regarding the privacy of communications occurring during your Meetings or Calls including informing the Meeting participants or Call receivers that it is being recorded.
Equipment; Related Charges
- You are solely responsible and liable for any bandwidth issues or hardware incompatibility that result from your access and use of the Services via your computer or mobile device.
- You acknowledge that third party terms and fees may apply to the use and operation of your mobile devices in connection with your access and use of the Services, such as your carrier’s terms of service, and fees for phone service, data access, or messaging capabilities, and that you are solely responsible for payment of any and all such fees.
- You assume full responsibility for your and your Users’ use of the Service in accordance with this Agreement and with applicable local, state, federal, national and international laws, regulations and treaties, and warrant that you have obtained all rights to provide us with all of the Content.
- You will not, and ensure that your Users will not, use the Services or Content for any use or purpose that: (i) is obscene, libelous, blasphemous, defamatory, inciting hatred, terrorism or any similar offence; (ii) infringes or misappropriates the intellectual property rights or violates the privacy rights of any third party (including without limitation, copyright, trademark, patent, trade secret, or other intellectual property right, moral right, or right of publicity); (iii) is in violation or may encourage any manner of acting that would violate any applicable local, state, national and foreign laws, treatises and regulations; or (iv) may drive or encourage any third party to do any of the above.
- You will not, and will ensure that your Users will not: (i) use the Service for non-business calls or abuse the Service; (ii) resell, transfer, grant others permission to use the Service, pledge, lease, rent, or share your rights under this Agreement (including without limitation to any of your affiliates); (iii) modify, remove or amend Our name or logo, update, reproduce, duplicate, copy all or any part of the Service; (iv) make any of the Service or Content available to anyone other than your employees and consultants for use for your benefit as intended pursuant to this Agreement, or use any Service or Content for the benefit of anyone other than you; (v) use the Service in any way that restricts or inhibits the use of the Service; (vi) access or attempt to access any of our systems, programs or data that are not made available for public use, or attempt to bypass any registration processes on the Service or any of the Service’s security and traffic management devices; or (vii) attempt to decompile, disassemble, re-engineer or reverse engineer the Service or otherwise create or attempt to create or permit, allow, or assist others to extract source code of the Service, its structural framework or allow or facilitate a third party, to violate or infringe any rights of Ours or others or Our policies or the operational or security mechanisms of the Service.
- When using the Service in conjunction with other third party services, you will comply with the terms of service of such third party services. We shall not be liable for any termination, breach of terms or suspension of service resulting from your use of the Services.
- You may not access or use the Service if you are a direct competitor of Ours. or for monitoring the Service’s availability, performance or functionality, or for any other benchmarking or competitive purposes.
- Avoma reserves the right to investigate and take appropriate legal action in its sole discretion against anyone who violates these rules, including without limitation, deleting the offending Content and terminating the Avoma accounts of violators or blocking one’s access and use of the Services.
- Avoma does not control the content of Recording, and does not guarantee the accuracy, integrity or quality of the Transcript. Under no circumstances will Avoma be liable in any way whatsoever for the Recording or any other Meeting or Call information. If there should arise a dispute between you and any other user of the Services, Avoma is under no obligation to become involved but reserves the right to monitor any such disputes at its sole discretion.
Unless otherwise expressly authorized by Avoma, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or transmit for any commercial purposes, any portion of the Services, use of the Services or access to the Services.
- At the conclusion of any applicable free trial period for the Services, you will be required to select a payment plan and provide us with your credit card and associated personal information, and you agree to keep this billing information up-to-date in your Avoma services account.
- You hereby authorize Avoma to bill your credit card in advance on a periodic basis as required under your payment plan until you terminate your Avoma services account, and you further agree to pay any charges so incurred.
- If you dispute any charges you must let Avoma know within fifteen (15) days after the date that Avoma’ fee is billed to your credit card.
- We reserve the right to change Avoma’ payment plans and fees and in such event will notify you of such plan and/or fee change on the Site and/or in an email sent to you (at the last email address we have for you in Avoma’ records) at least 30 days before the change is to take effect. Your continued use of the Services after the fee change becomes effective constitutes your agreement to pay the changed fee.
- You will be responsible for all taxes associated with the Services other than U.S. taxes based on Avoma’ income.
- Until your Avoma services account is terminated, your Services subscription will automatically renew and your payment will be deducted in advance of the period set under your payment plan.
- If you terminate your account in accordance with these TOU before Avoma processes your payment for a given payment cycle, then you will not be charged for the next payment.
- Avoma does not offer refunds or credits for partial periods of service or unused periods.
Avoma Intellectual Property
- The software, content, visual interfaces, interactive features, information, graphics, design, compilation, computer code, names, logos and all other elements of Avoma and the Services (collectively, the “Avoma Materials”) are protected by copyright, trade dress, patent, trade secret and trademark laws of the United States and other jurisdictions, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws.
- All Avoma Materials, including intellectual property rights therein, are the property of Avoma and/or third-party licensors. Avoma reserves to itself all rights not expressly granted in these TOU. You shall not acquire any right, title or interest to the Avoma Materials, whether by implication, estoppel, or otherwise, except for the limited rights set forth in these TOU.
- Accordingly, you agree not to copy, modify, create a derivative work of, disassemble, decompile or otherwise reverse engineer any components of Avoma or the Services or any other Avoma products or services, in whole or in part, or permit or authorize a third party to do so, except to the extent such activities are expressly permitted by law notwithstanding this prohibition.
- All goodwill generated from the use of Avoma Materials will insure to Avoma’s exclusive benefit. Avoma reserves to itself all rights in Avoma and the Services not expressly granted to you in these TOU.
Your Data Ownership and License to Avoma
- You own all right, title, and interest in and to your Content that you or your users provide directly to the Service (“YOUR DATA”).
- To process your Content, our Service use proprietary software and algorithms. Accordingly, in order for us to provide the Service, you grant Avoma a royalty-free, non-exclusive, irrevocable (for so long as your Avoma account remains in good standing), worldwide, sublicensable license and right to:
- record, store, analyze, process, display, modify, index, publish, create derivative works from, incorporate into other works, and transmit Your Data
- sublicense these rights to third parties with which Voicera has contractual service provider relationships for the purpose of providing the Service.
- Other than the licenses you grant Avoma above, we acknowledge and agree that Avoma obtains no right, title or interest from you (or your users) to any of your Content.
- Conditioned upon your compliance with the terms and conditions of these TOU, Avoma hereby grants to you a limited, revocable, non-exclusive, personal, non-sublicensable, non-transferable license to access and use the Services for your personal and business use on a device owned or controlled by you.
- Upon termination of your Avoma service account, all license and other rights granted to you in these TOU will immediately cease.
Notice of Copyright Infringement
- If you are a copyright owner who believes your copyrighted material has been reproduced, posted or distributed via the Services in a manner that constitutes copyright infringement, please inform our designated copyright agent by sending written notice by emailing to: email@example.com.
- Please include the following information in your written notice:
- a detailed description of the copyrighted work that is allegedly infringed upon;
- a description of the location of the allegedly infringing material in the Services, with enough detail to enable us to find it in the Services;
- your contact information, including your name, address, telephone number, and, if available, e-mail address;
- a statement by you indicating that you have a good-faith belief that the allegedly infringing use is not authorized by the copyright owner, its agent or the law;
- a statement by you, made under penalty of perjury, affirming that the information in your notice is accurate and that you are authorized to act on the copyright owner’s behalf; and
- an electronic or physical signature of the copyright owner or someone authorized on the owner’s behalf to assert infringement of copyright and to submit the statement.
- Any notice to Avoma claiming copyright infringement that does not comply with the requirements of this provision will not receive a response.
Modification of the Terms
- If Avoma materially modifies these TOU, it will make reasonable efforts to notify you of the change. For example, we may send a message to your last email address in our files, or generate a notification when you access the Services for the first time after such material changes are made.
- By continuing to use Avoma and accessing the Services after Avoma has posted a modification of the Terms, you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to discontinue the use of Avoma and cease accessing the Services.
- The Terms will also govern any upgrades and/or updates provided by Avoma that upgrade and/or supplement Avoma and the Services, unless such upgrades and/or updates are accompanied by a separate license, in which case the terms of that separate license will apply.
Term and Termination
- These TOU will remain in effect until terminated. These TOU, and your rights and licenses hereunder, will terminate immediately upon your breach of these TOU.
- You may terminate these TOU by discontinuing your use of Avoma and the Services at any time.
- Avoma may terminate the Services and/or these TOU, or limit or terminate your access to the Services and block, remove or discard your meeting information at any time for any reason.
- The sections of these TOU entitled “Intellectual Property Rights; Licenses”, “Term and Termination”, “Warranty Disclaimer and Limitation of Liability”, “Liability Waiver”; “Indemnification and Release”, and “Miscellaneous” shall survive any termination of these TOU.
Warranty Disclaimer and Limitation of Liability
THE SERVICES ARE PROVIDED ON AN “AS IS” BASIS “WITH ALL FAULTS” AND “AS AVAILABLE”, WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AVOMA DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE, QUALITY, AND NONINFRINGEMENT. AVOMA EXPRESSLY DISCLAIMS ANY WARRANTIES OF ANY KIND WITH RESPECT TO (1) THE ACCURACY, VALIDITY, OR COMPLETENESS OF ANY CONTENT OR FEATURES MADE AVAILABLE THROUGH THE SERVICES, (2) THE QUALITY OR CONSISTENCY OF THE SERVICES, (3) THE SERVICES BEING UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, OR (4) THE ACCURACY OR RELIABILITY OF THE CONTENT IN THE SERVICES.
UNDER NO CIRCUMSTANCES WILL AVOMA, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR LICENSORS BE LIABLE TO YOU OR ANYONE ELSE FOR ANY LOSS OR INJURY OR ANY DIRECT, INDIRECT, SPECIAL OR OTHER CONSEQUENTIAL DAMAGES (EVEN IF AVOMA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY) ARISING OUT OF OR IN CONNECTION WITH: (1) YOUR ACCESS OR USE OF, OR INABILITY TO ACCESS OR USE, AVOMA AND THE SERVICES AND ANY CONTENT AVAILABLE THEREON; (2) AUTHORIZED OR UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR CONTENT; (3) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; OR (4) ANY OTHER MATTER RELATING TO THE SERVICES. IN NO EVENT WILL AVOMA’S TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATED TO YOUR USE OF THE SERVICES, WHETHER IN CONTRACT OR TORT, EXCEED THE FEES YOU HAVE PAID TO AVOMA IN THE LAST SIX (6) MONTHS, OR, IF GREATER ONE HUNDRED DOLLARS ($100.00). Some states do not allow the exclusion or limitation of incidental or consequential damages, so some of the above limitations or exclusions may not apply to you.
Indemnification and Release
To the maximum extent permitted by law, you agree to release, defend, indemnify and hold Avoma and its affiliates, officers, directors, employees, agents, and licensors harmless from any and all claims, suits, losses, liability, costs or expenses (including, but not limited to reasonable attorney’s fees) arising from or incurred as a result of your access to and use of the Services and any meeting content, any breach by you of these TOU, or your violation of any rights of another. If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.
Your Suggestions and Ideas
- Avoma and its employees are in constant development of new services, technologies, service enhancements, processes, materials, and marketing and promotional plans.
- We welcome you to submit your ideas for us to review. However, if and when you submit any ideas or suggestions:
- all information you submit will be treated as non-confidential and non-proprietary;
- you will be solely responsible for any submission, including the legality, reliability, appropriateness, originality and copyright of such submission;
- you warrant that (i) either you own the information submitted or have the right to submit such information and (ii) the use of such information by Avoma or a third party will not violate any third party’s rights;
- Avoma reserves the right, in its sole discretion, to reproduce, disclose or otherwise use, any such information for its own benefit or the benefit of others; and
- Avoma will not pay you or others for any such information, use, reproduction or disclosure.
Links to Third Party Websites
- Throughout the Site, we sometimes provide links to web sites maintained by third parties. Our linking to such third-party web sites does not imply an endorsement, guarantee, approval or sponsorship of such web sites, or the information, products or services offered on or through such web sites. Nor do we warrant that these web sites will not contain viruses or otherwise impact your computer or mobile device.
- In addition, we do not operate or control in any respect any information, products or services that third parties may provide on or through the web sites linked to by us on the Site. You should direct any concerns regarding any externally linked web site to its site administrator or webmaster.
Please contact us by emailing to firstname.lastname@example.org with any questions regarding these TOU or the Services or to report any violations of these TOU.
- These TOU and all the policies referenced herein constitute the entire agreement between Avoma and you concerning the subject matter hereof and thereof, and it may only be modified by a written amendment signed by an authorized officer of Avoma.
- The section titles in these TOU are provided solely for convenience and have no legal or contractual significance.
- These TOU shall be governed by and interpreted under the laws of the State of California regardless of your country of origin or where you access and use Avoma or the Services, and without regard to its conflicts of laws provisions or the United Nations Convention for the International Sale of Goods.
- The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches.
- If for any reason a court of competent jurisdiction finds any provision of these TOU or portion thereof, to be unlawful, void or unenforceable, that provision of these TOU shall be enforced to the maximum extent permissible so as to affect the intent of the parties, and the remainder of these TOU shall continue in full force and effect.
- You may not assign your rights under these TOU to any party without Avoma’s consent.
- Avoma may assign its rights under these TOU, in whole or in part, at any time without notice to you.