Speak Ai Inc. Terms of Service
Last modified on May 2nd, 2020.
Welcome to Speak Ai Inc.! We at Speak Ai Inc. (“Speak Ai Inc.”, “we”, “us”, the “Company” and terms of similar meaning as context may dictate) are excited to have you as a user and member of the community.
We value our relationship with you but please read the Terms of Service carefully before you start using Speak Ai Inc.. By using the Website or any of our services, you acknowledge and consent to be bound and abide by these Terms of Service. Should you disagree with some of the provisions herein, please stop accessing our Website immediately and contact us at email@example.com.
- “You” means you as an individual, or if applicable, the company or other legal entity you represent, whether in the role of a User, or Customer, as context may dictate.
- “Users” means visitors to this website or the Service who are not registered users.
- “Customers” means visitors who are also registered users of the Service that seek to use the Services.
- “Service” means all the Speak Ai Inc. websites, services, apps, related technology, and the translation services provided to Customers.
- “Orders” means any order for Services created by a Customer, and accepted by Speak Ai Inc. via acknowledge in the Platform or otherwise in writing.
- “Client Materials” means the source content for translation by the Service, and any guidelines, glossary and other materials provided by Customer.
- “Transcribed Works” means the content transcribed from the Client Materials.
- “Platform” means Speak Ai Inc.’s online portal and platform where Customers can access their Speak Ai Inc. Account, initiate Orders and access the Service.
- “Terms of Service” or “TOS” means these Speak Ai Inc. Terms of Service and any policies, guidelines, or other documents referenced herein.
- “Speak Ai Inc. Affiliates” means any company or entity worldwide including, without limitation, corporations, partnerships, joint ventures, and limited liability companies in which Speak Ai Inc. directly or indirectly holds at least a 50% ownership, equity, or financial interest.
2. USING OUR SERVICES
If You are entering into this TOS on behalf of a company or other legal entity, You represent that You have the legal authority to bind the legal entity to this TOS, in which case “You” or “Your” means that entity. If You do not have this authority, or if You do not agree with the terms and conditions of this TOS, and You may not use the Service or any Service-related materials. You represent that you are 18 years of age, or of the age of majority in your place of residence or jurisdiction.
You agree to:
- Be responsible for the activity that happens in connection with your Speak Ai Inc. account;
- Keep your password confidential;
- Comply with any policies made available to you by Speak Ai Inc.;
- Not abuse or conduct illegal activities according to federal, provincial, municipal or international law or regulation when using our Service;
- Not defame or harass Speak Ai Inc., or its employees, contractors, or Customers;
- Not create multiple Speak Ai Inc. accounts for any reason;
- Not “flood” the platform with requests or use the services in any manner that could disable, overburden, damage or impair the platform;
- Not obtain, or attempt to obtain, unauthorized access to areas of the platform or our systems;
- Not impersonate, or attempt to impersonate Speak Ai Inc., a Speak Ai Inc. employee, another user, or any other person or entity;
- Not introduce any viruses, trojan horses, worms, logic bombs, or other material which is malicious or technologically harmful; or
- Not spam, phish, pharm, pretext, spider, crawl or scrape;
- You agree to not upload to or record through the platform any material that:
- Is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable;
- Promotes sexually explicit pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age;
- Infringes any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person;
- Divulges another person’s or entity’s confidential or private information;
- Promotes any illegal activity, or advocates, promotes, or assists any unlawful act;
- Causes annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person;
- Contains any virus, malware, spyware or other harmful content or code
Speak Ai Inc. may suspend or terminate your access to the Service or an Order if You do not comply with this TOS or if we suspect misconduct, fraudulent activities or payment, or a violation of this TOS, with or without notice. We reserve the right to investigate and take appropriate legal action in our sole discretion against anyone who violates these Terms. We have the right to cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Platform. You waive and hold harmless speak ai inc. And its affiliates, licensees and service providers from any claims resulting from any action taken by any of the foregoing parties during, or taken as a consequence of, investigations by either such parties or law enforcement authorities.
However, we do not undertake to review any material before it is uploaded to or posted on the Platform, and cannot ensure prompt removal of objectionable material. We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion is unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene, or otherwise objectionable or violates any party’s intellectual property or these Terms of Service in any way. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section. Speak Ai Inc. may modify or suspend the Platform or Service at any time for any reason.
3. ORDERS, APPROVAL, RETURN POLICY
If You choose, or are provided with a username, password, or any other piece of information as part of our security procedures, You must treat such information as confidential. You are responsible for all activity occurring when the Services are accessed through your account, whether authorized by You or not. We are not liable for any loss or damage arising from your failure to protect your password or Account information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. We have the right to disable any username, password, or other identifier, whether chosen by You or provided by us, at any time at our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Service.
Payment. Before initiating an Order, Customer must buy sufficient Speak Ai Inc. credits for the Services you desire to purchase. Speak Ai Inc. credits are non-refundable. Speak Ai Inc. will apply gross-up calculation to the payment. This means that the payment to Speak Ai Inc. must be made in cleared funds, without any deduction or set-off and free and clear of and without deduction for or on account of any taxes, levies, imports, duties, charges, fees and withholdings of any nature now or hereafter imposed by any governmental, fiscal or other authority save as required by law. If you are compelled to make any such deduction, you will pay Speak Ai Inc. any additional amounts as are necessary to ensure receipt by Speak Ai Inc. of the full amount it would have received but for the deduction. We may use a third-party payment processor (the “Payment Processor”) to bill You through a payment account linked to your Account (your “Billing Account”). The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to this Agreement. We are not responsible for errors by the Payment Processor. By utilizing the Services, You agree to pay us, through the Payment Processor, in accordance with the applicable payment terms. Speak Ai Inc. reserves the right to change its prices and to offer discounts and temporary promotions. You agree that it is your responsibility to maintain a valid, non-expired credit card on file with us while engaging in fee-based activities on our Services. Fees are stated exclusive of any taxes, levies, duties, or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction (collectively, “Taxes”). Customer will be responsible for paying all Taxes associated with its purchases, except for those taxes based on our net income.
Order. Customer can initiate an Order by providing all the required information via the Platform.
Client Materials. Customer is responsible for providing the Client Materials to be transcribed, materials describing the context of the translation, and all other necessary materials (glossary guide, etc.) when placing the Order. Speak Ai Inc. may make recommendations on which source materials and in what format to provide source materials, but ultimately the quality of the results will depend on the clarity, accuracy, and comprehensiveness of the Client Materials and any other Customer source materials and instructions provided.
Delivery of Transcribed Works. Speak Ai Inc. gives an estimated time for Service completion, but cannot guarantee an exact delivery time. We will notify You by in-app messaging when the Transcribed Works are ready for your review. Unless otherwise expressly agreed by Speak Ai Inc., time is not of the essence for delivery or performance, and no delay shall entitle you to reject any delivery.
Disclaimer. You agree to review any Transcribed Works before making such content public, and You expressly agree that Speak Ai Inc. will not have any liability or indemnity obligations to you based on the Transcribed Works if You fail to do so.
4. CLOUD SERVICE PROVIDERS
Speak Ai Inc. may use and retain third party cloud service providers to provide the Service to You. As such, You agree that Speak Ai Inc. may sublicense its rights under this TOS to third parties to act on Speak Ai Inc.’s behalf, provided that such third parties are contractually bound by terms no less protective of Customers than this TOS. Speak Ai Inc. is solely responsible for paying and resolving all disputes with third parties.
5. CLIENT MATERIALS DISCLOSURE
We disclose the Client Materials to potential third parties, in order to provide You the Service and as set forth in Section 6 below. You are solely responsible for editing or removing any confidential or personally identifiable information in the Client Materials if you do not wish to disclose that information.
6. INTELLECTUAL PROPERTY
Nothing contained in this TOS shall be construed as granting any license or right to use any Trademark without Speak Ai Inc.’s prior written permission. The content on the Service is protected by intellectual property laws and may not be copied, distributed, modified, published, or transmitted in any manner. Third party content and trademarks displayed on the Service are owned by their respective owners and may not be reproduced in whole, or in part, without the express written permission of the owner. This license continues even if You stop using our Services. If you submit feedback or suggestions about our Services, we may use your feedback or suggestions without obligation to You. In order to provide You and our other Customers the best possible translation and language services, we (and those we work with) may use your Client Materials and Transcribed Works to generally improve the Services (for example, fine tune our turnaround time estimates, or improve machine translation and machine learning systems) and develop new products or services ourselves or in partnership with third parties. If we do this, we will never make your Client Materials or Transcribed Works publicly available without your consent. Notwithstanding the foregoing, You acknowledge and agree that if there are confidential or proprietary information in the Client Materials, You undertake the responsibility of notifying Speak Ai Inc. of their confidential or proprietary nature.
7. ABOUT APIS AND SOFTWARE IN OUR SERVICE
The Service may include APIs or software (“Speak Ai Inc. Materials”) to facilitate your use of the Service. Speak Ai Inc. materials are deemed a part of the Service and if You choose to use such Speak Ai Inc. Materials, Speak Ai Inc. grants you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the Speak Ai Inc. Materials for the sole purpose of enabling You to use and enjoy the benefit of the Services as provided by Speak Ai Inc., in the manner permitted by these terms. You may not copy, modify, distribute, sell, or lease any part of our Service or Speak Ai Inc. Materials, nor may You reverse engineer or attempt to extract the source code of the Service or Speak Ai Inc. Materials. Speak Ai Inc. does not guarantee the availability or performance of the Speak Ai Inc. Materials Your access or use may be limited or suspended at any time.
8. WARRANTIES AND DISCLAIMERS
When using our Website, You represent and warrant that You have all necessary right, title, and interest in the Client Materials, and that the Client Materials will not and do not infringe or violate any third party’s rights, do not violate any law and do not contain any offensive or unacceptable content.
Your use of the services, the platform, and any content or products therein is at your own risk. The services, the platform, and any content or products therein are provided on an “as is” and “as available” basis, without any warranties of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement. Neither speak ai inc. Inc. Nor any person associated with speak ai inc. Inc. Makes any warranty or representation with respect to the completeness, security, reliability, quality, accuracy, or availability of the services or the platform. Without limiting the foregoing, neither speak ai inc. Inc. Nor anyone associated with speak ai inc. Inc. Represents or warrants that the services, the platform, and any content or products therein will be accurate, reliable, error-free, or uninterrupted, that defects will be corrected, that our site or the server that makes it available are free of viruses or other harmful components, or that the services, the platform, and any content or products therein will otherwise meet your needs or expectations. To the fullest extent provided by law, speak ai inc. Inc. Hereby disclaims any and all representations, warranties or guarantees of any kind, express, implied, statutory or otherwise, including, but not limited to, any warranties of merchantability, non-infringement and fitness for a particular purpose.
Speak ai inc. Inc. May alter, suspend, add to, or discontinue the services in whole or in part at any time for any reason, without notice or cost. Speak ai inc. Inc. Assumes no responsibility for your ability to (or any costs or fees associated with your ability to) obtain access to the services. Speak ai inc. Inc. Does not assume any liability for the failure to store or maintain any customer data, user communications, account information, or personal settings. The services may become unavailable due to maintenance or malfunction of computer equipment, servers, or other reasons.
You are solely responsible for any and all acts or omissions taken or made in reliance on the services or the information contained therein, including inaccurate or incomplete information. You agree that speak ai inc. Inc. Has made no agreements, representations or warranties other than those expressly set forth in these terms.
You agree to indemnify, defend, and hold harmless, Speak Ai Inc., its affiliates, licensors, service providers, current and past directors, officers, and employees from and against any and all claims, taxes, losses, damages, liabilities, judgments, settlements, costs and expenses, including reasonable attorneys’ fees and other legal expenses, arising directly or indirectly from or in connection with: (i) your breach of these Terms of Service or any of the documents they incorporate by reference; (ii) your negligent, reckless, or intentionally wrongful acts or any said acts by your assistants, employees, contractors or agents; (iii) your failure to perform your obligations or exercise your rights in accordance with all applicable laws; or (iv) your violation of any law or the rights of a third party.
10. LIMITATION OF LIABILITY
To the fullest extent provided by law, in no event will speak ai inc. Inc., its affiliates, or their licensors, service providers, employees, agents, officers, or directors be liable for damages of any kind, under any legal theory, arising out of or in connection with your use, or inability to use, the services, the platform, or any content or products therein, including any direct, indirect, special, incidental, consequential, or punitive damages, including, but not limited to, personal injury, pain and suffering, emotional distress, loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, loss of data, and whether caused by tort (including negligence), breach of contract, or otherwise, even if foreseeable. In no event shall speak ai inc. Inc.’s total liability for all damages under this agreement exceed the lesser of (I)the aggregated amounts you paid to speak ai inc. Inc. During the three (3) month period immediately preceding the circumstances giving rise to the claim, or (ii) $1,000. The foregoing does not affect any liability that cannot be excluded or limited under applicable law.
11. General Provisions
This Agreement is governed by the laws of the Province of Ontario, Canada. Any claims or disputes shall be resolved in the province or federal courts located in London, Ontario, Canada. Speak Ai Inc. may modify this TOS at any time. If there is a conflict between the terms in this TOS and an Order, the Order will control for that conflict. This TOS controls the relationship between Speak Ai Inc. and You. They do not create any third-party beneficiary rights. If you do not comply with this TOS, and we don’t take action right away, this doesn’t mean that we are giving up any rights that we may have (such as taking action in the future). If it turns out that a particular term is not enforceable, this will not affect any other terms. You may not assign, transfer, or delegate any portion of this Agreement without Speak Ai Inc.’s prior written consent. Speak Ai Inc. may assign, transfer, or delegate any portion of this Agreement with or without notice to You. Your attempt to assign, transfer, or delegate this Agreement without Speak Ai Inc.’s consent will render said assignment, transfer, or delegation null and void.
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These Terms of Service are effective unless and until terminated by either you or us. You may stop using our Services at any time. We may terminate or suspend your access to or ability to use any and all Services at any time, without prior notice or liability, for any reason or no reason. In particular, Speak Ai Inc. may immediately terminate or suspend your Account if you are in breach of these Terms of Service or if your Account has been flagged for copyright infringement. Please note that upon termination, we will not refund you any prepaid fees covering the remainder of the term of all subscriptions after the effective date of termination. Termination of your access to and use of the Services shall not relieve you of any obligations arising or accruing prior to such termination or limit any liability that you otherwise may have to Speak Ai Inc. or any third party.
14. Changes to the Terms of Service and the Website
Speak Ai Inc. will always be a work in progress as we constantly make changes and improvements to keep serving you better. We reserve the right to update and make changes to our Website and these Terms of Service from time to time, at our discretion, and without notice. If we make changes in the way we collect or use information, we will notify you by posting an announcement on the Website or by sending you an email. If you disagree with any changes in the Terms of Service and do not wish to be subject to the revised terms, you will need to close your account and immediately stop using the Website and any of our Services. Your continued use of the Website following the publishing of the updated Terms of Service means that you accept and agree to the changes.
If you have any questions about these Terms, please contact us at firstname.lastname@example.org or at the following mailing address:
Speak Ai Inc.
201 King Street
London, ON, CA N6A 1C9