THIS SITE AND RELATED SERVICES ARE PROVIDED SUBJECT TO THESE TERMS AND CONDITIONS. PLEASE READ THE FOLLOWING INFORMATION CAREFULLY. YOUR CONTINUED USE OF THIS SITE WILL INDICATE YOUR AGREEMENT TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH BELOW. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, PROMPTLY EXIT THIS SITE.
These Terms of Service (the “Terms”) govern each website, mobile site, application, and/or other service, regardless of how distributed, transmitted, published, or broadcast (each, a “Site” or “Service”) provided by HearNotes, its parent, subsidiaries and/or affiliates (“we,” “us,” or “our”) that links to this User Agreement and Privacy Policy, which is binding on all those who access, visit and/or use the Service, whether acting as an individual or on behalf of an entity, including you and all persons, entities, or digital engines of any kind that harvest, crawl, index, scrape, spider, or mine digital content by an automated or manual process or otherwise (collectively, “you” or “your”). As a condition of your use of this Site and Services, you warrant that you will not use the Site and Services for any purpose that is unlawful of prohibited by these Terms.
Copies of Terms and Changes
HearNotes may occasionally change these Terms, so we encourage you to review them regularly. The most current version of the Terms (along with their effective date) will be linked from each of the Site and Services. If you continue to use the HearNotes Site and Services after we change the Terms, you accept any and all changes. You may print a copy of these Terms using the print button or feature in your browser. We suggest retaining a copy for your future reference.
Privacy Policy; Additional Terms
Our Privacy Policy describes what we do with all the data that you provide or that we may collect about you through the Site and Services, and you consent to our use of data in compliance with our Privacy Policy.
Additional terms may apply to your use of specific parts of our Site and Services. If so, we will provide these terms to you or post them on the Site and Services to which they apply; they are incorporated by reference into these Terms. If there is any conflict between these Terms and any additional terms that apply to a particular Site or Service, the additional terms will control.
Intellectual Property; License
The content, information, data, designs, code, and all materials associated with the Site and Services (“Content”) are protected by intellectual property and other laws. You must comply with all laws and applicable copyright, trademark, or other legal notices or restrictions. All trademarks, service marks, icons, and logos used in this Site and in the Content are our trademarks, service marks or logos or those of their respective owners.
Subject to these Terms, you agree to access and use the Site and Services only for your personal, non-commercial use. We reserve all other rights to the Content, and you may not otherwise copy, reproduce, distribute, publish, display, perform, or create derivative works of the Site and Services or Content without our permission. You also may not transfer or sublicense this limited right, or resell the Site and Services. Finally, you must keep intact all copyright, trademark, and other proprietary notices on or associated with the Site, Services, and Content.
a. Viral Distribution We may choose to specifically authorize you to redistribute certain items of the Content, only for personal, non-commercial use. We will expressly identify the Content that you are authorized to use and describe ways you may redistribute it (such as via email, blogs, or embedded players, or mash-ups). We may revoke this authorization at any time. If you are authorized and do choose to redistribute Content, you must be able to edit or delete publicly posted Content and you must agree to edit or delete it promptly upon our request.
User Submissions
Some areas of the Site and Services allow you to submit audio, video, text, or other materials (collectively, “User Submissions”). When you provide User Submissions, you grant to HearNotes, its parent, subsidiaries, affiliates, and partners a non-exclusive, worldwide, irrevocable, perpetual,royalty-free, fully sublicenseable license to use, distribute, edit, display, archive, publish, sublicense, perform, reproduce, make available, transmit, broadcast, sell, translate, and create derivative works of those User Submissions, and your name, voice, likeness and other identifying information where part of a User Submission, in any form, media, software, or technology of any kind now known or developed in the future, including, without limitation, for developing, manufacturing, and marketing products. You waive any moral rights you have in your User Submissions.
We respect your ownership of User Submissions.
If you owned a User Submission before providing it to us, you will continue owning it after providing it to us, subject to any rights granted in the Terms and any access granted to others. If you delete a User Submission from the Site and Services, our general license to that User Submission will end after a reasonable period of time needed for the deletion to take complete effect. However, the User Submission may still exist in private backup copies. If your User Submission is shared with third parties, those third parties may have retained copies of your User Submissions. And, if we made use of your User Submission before you deleted it, we will continue to have the right to make, duplicate, redistribute, and sublicense those pre-existing uses, even after you delete the User Submission.
Terminating your account on a Service will not automatically delete your User Submissions.
We may refuse or remove a User Submission without notice. However, we have no obligation to monitor User Submissions, and you agree that neither we nor our parent, subsidiaries, affiliates, employees, or agents will be liable for User Submissions or any loss or damage resulting from User Submissions. Except as provided in the Privacy Policy, we do not guarantee that User Submissions will be private, even if the User Submission is in a password-protected area. You should not provide User Submissions that you wish protected from others.
You represent and warrant that you have all rights necessary to grant to HearNotes the license above and that none of your User Submissions are defamatory, violate any rights of third parties (including intellectual property rights or rights of publicity or privacy), or violate applicable law.
Acceptable Use
The Site and Services have been designed to present HearNotes Content in a unique way. You agree not to access the Site and Services using any interface other than ours, unless we give you express permission.
Without limiting any other provision in these Terms, you may not use or help others to use the Site and Services to do the following:
Threaten, defame, stalk, abuse, or harass other persons or engage in illegal activities;
Link to the Site and Services from a site that is inappropriate, profane, vulgar, offensive, false, disparaging, defamatory, obscene, illegal, sexually explicit, racist, or that promotes violence, racial hatred, or terrorism, or that we deem, in our sole discretion, to be otherwise objectionable;
Transmit any material that is inappropriate, profane, vulgar, offensive, false, disparaging, defamatory, obscene, illegal, sexually explicit, racist, or that promotes violence, racial hatred, or terrorism, or that we deem, in our sole discretion, to be otherwise objectionable;
Frame the Site and Services, display the Site and Services in connection with an unauthorized logo or mark, or do anything that could falsely suggest a relationship between HearNotes and any third party or potentially deprive us of revenue (including, without limitation, revenue from advertising, branding, or promotional activities);
Engage in unauthorized spidering, “scraping,” or harvesting of the Site or Content, or contact or other personal information, or use any other unauthorized automated means to compile such information;
Violate any person’s or entity’s legal rights (including, without limitation, intellectual property, privacy, and publicity rights), transmit material that violates or circumvents such rights, or remove or alter intellectual property or other legal notices;
Transmit files that contain viruses, spyware, adware, or other harmful code;
Defeat any access controls, access any portion of the Site and Services that we have not authorized you to access (including password-protected areas), link to password-protected areas, attempt to access or use another user’s account or information, or allow anyone else to use your account or access credentials.
Advertise or promote goods or services without our permission (including sending spam);
Interfere with others using the Site and Services or disrupt the Site and Services; or,
Transmit, collect, or access personally identifiable information about other users without the consent of those users and HearNotes;
Impersonate any person or entity or otherwise misrepresent your affiliation or the origin of materials you transmit.
Site Access; Account Deletion
We may take any of the following actions in our sole discretion at any time for any reason without giving you prior notice:
Restrict or terminate your access to the Site and Services;
Change or discontinue the Site and Services;
Deactivate your accounts and delete all related information and files in your accounts;
Provide information concerning you and your activities to comply with applicable laws or respond to court order, subpoenas, or other lawful requests, or if we believe doing so would protect your safety or that of another person or protect the security of the Site and Services, or as otherwise described in the Privacy Policy.
We will not be liable to you or any other third party for taking any of these actions and we will not be limited to the remedies above if you violate any of these Terms.
If you do not agree to the Terms listed here, you should immediately stop using the HearNotes Site and Services. If you want to delete your account on a Service, please use the instructions posted on the Service at which you obtained the account. Any User Submissions you made while using the Site and Services will continue to be governed by Section 6 of these Terms. Sections 6 and 11-15 of these Terms will survive any termination of your access to the Site and Services, whether we terminate your access or you voluntarily discontinue your use.
Indemnification
You will defend, indemnify, and hold harmless HearNotes, its parent, subsidiaries, affiliates, and the directors, officers, employees, shareholders, vendors, partners, contractors, agents, licensors, suppliers, or other representatives of each of them and all of their successors and assigns (collectively, the “HearNotes Parties”) with respect to all claims, costs (including attorney’s and experts’ fees and costs), damages, liabilities, fines, sanctions, and expenses or obligations of any kind, arising out of or in connection with your use or misuse of the Site and Services (including, without limitation, any breach of these terms or use of your account, whether or not authorized by you, and claims arising from User Submissions). HearNotes retains the right to assume the exclusive defense and control of any claim subject to indemnification, and in such cases you agree to cooperate with us to defend such claim. You may not settle any claim covered by this Section 11 without HearNotes’s prior written approval.
Governing Law, Venue, and Jurisdiction
These Terms and all claims arising from or related to your use of the Site and Services will be governed by and construed in accordance with the laws of the State of California.
With respect to any disputes or claims not subject to arbitration (as set forth below), you agree to exclusive jurisdiction in the state and federal courts in San Francisco, California. Notwithstanding any other provision of these Terms, we may seek injunctive or other equitable relief from any court of competent jurisdiction.
Regardless of any statute or law to the contrary, you must file any claim or action related to use of the Site and Services or these Terms within one year after such claim or action accrued. Otherwise, you will waive the claim or action.
Arbitration
We may elect to resolve any controversy or claim arising out of or relating to these Terms or the Site and Services by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Unless we establish a different location, arbitration hearings will be held in San Francisco, California. The arbitrator’s award will be binding and may be entered as a judgment in any court of competent jurisdiction.
Miscellaneous
We may be required by state or federal law to notify you of certain events. You hereby acknowledge and agree that such notices will be effective upon our posting them on our sites or delivering them to you via email. You may update your email address by visiting the Site and Services where you have provided contact information. If you do not provide us with accurate information, we will not be responsible for failure to notify you. Our failure to exercise or enforce any right or provision in these Terms will not constitute a waiver of such right or provision. These Terms, including all additional terms, conditions, and policies on the Site and Services, constitute the entire agreement between you and us and supersede all prior agreements.