lipsync-front/terms.html at master · spatialcanvas/lipsync-front · GitHub

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<!DOCTYPE html>
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<head lang="en">
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    <title>Lipsync Beta</title>
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    <div class="content">
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            <div class="payment__content">
                <div class="payment__title">
                    <div class="payment__title-text">Terms & Conditions</div>
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        <div class="container text">
            <h2>IMPORTANT!  PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING THE APPLICATION OR WEBSITE.</h2>

            <h2>1. Definitions</h2>

            <p>“Application” shall refer to any application, including mobile applications and applications for tablet computers, supplied by LipSync to enable You to use the Services.</p>
            <p>“Content” shall refer to the contents of the Application and Website, including without limitation the text, graphics, images, audio, and video, as well as any service descriptions, pricing, and service reviews. “Content” does not include User Submitted Content as defined below.</p>
            <p>“LipSync” refers to the company LipSync, Inc.</p>
            <p>“Services” shall refer to the services provided by LipSync through the Application and Website, including, but not limited to, LipSync’s service that allows users to utilize VOIP technology to call China and that connects users with a live translator to facilitate communication between English speaking users and the Chinese speakers.</p>
            <p>“User Submitted Content” shall refer to any content that You submit to the Application or Website, including, but not limited to, text, graphics, images, audio, and video.</p>
            <p>“Users” shall refer to anyone who uses LipSync’s Services, including users of the Application and Website.</p>
            <p>“Website” shall refer to the website and Content at <a href="#">www.LipSync.io</a>.</p>
            <p>“You” shall refer to you, the person who is entering this Agreement with LipSync.</p>

            <h2>2.	Acceptance of the Terms of Service</h2>
            <p>By visiting and/or using the Application, Website, or Services, You accept and agree to these Terms of Service and the Privacy Policy, which is incorporated by reference into these Terms of Service.  These Terms of Service constitute a legal agreement between You and LipSync and spell out the terms and conditions to which You must adhere.  If You do not agree to any of these terms and conditions, then do not use the Application, Website, or Services.</p>

            <h2>3.	Use of Application, Website, Content, and Services</h2>
            <p>The Application, Website, and Content are owned by LipSync and constitute proprietary information and property and are protected by United States copyright and/or trademark law, as well as applicable foreign laws.</p>
            <p>LipSync hereby grants You permission to use the Content, provided that (i) your use is solely for your personal, noncommercial use (other than using the Services as intended); (ii) You do not modify or sell the Content; and (iii) You do not reproduce, display, publicly perform, distribute, or otherwise use the Content for any public or commercial purpose, including the use of the Content on any other website.  To the extent the Application or Website provides features allowing You to distribute the Content by email, social media, or another method, You may distribute the Content using such features.  If You violate any of these terms, your permission to use the Content automatically terminates.</p>
            <p>LipSync grants You a limited non-exclusive, non-transferable license to download and install a copy of the Application on a mobile device or tablet computer that You own or control.  You shall not (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Application in any way; (ii) modify or make derivative works based upon the Application; or (iii) reverse engineer the Application.  If You violate any of these terms, your permission to use the Application automatically terminates.</p>

            <h2>4. Rules of Use</h2>

            <p>As a condition for your use of the Application, Website, and Services, You agree (i) not to use the Services for any illegal or unauthorized purpose and to comply with all applicable laws, rules, and regulations (whether federal, state, or local); and (ii) not to interfere or disrupt the Services or servers or networks connected to the Services, including, but not limited to, transmitting any works, viruses, spyware, malware, or any other destructive code.</p>

            <h2>5. Payment and Fees</h2>
            <p>If You choose to sign up for an account and use the Services, You agree to pay and be responsible for all applicable charges and fees for such Services.  In order to use the Services, a user must deposit money into his or her account, which LipSync will automatically replenish upon depletion.  All fees are set out in U.S. dollars.</p>
            <p>To the fullest extent permitted by law, fees paid to LipSync are non-refundable.  In extraordinary circumstances, LipSync may consider refunding fees paid to LipSync but is under no obligation to do so and any such refunds are at the discretion of LipSync.  Nothing in these Terms of Service obligates LipSync to extend credit to any party.</p>
            <p>You acknowledge and agree that You are the owner of any credit card account, PayPal account, and/or any other payment method that You submit to LipSync for payment of Services.  LipSync utilizes third party payment processors, such as Stripe, to process payments.  You acknowledge and agree that any credit card and related billing and payment information that You provide to LipSync may be shared with companies who work on LipSync’s behalf, such as payment processors, solely for the purposes of verifying credit card ownership, effecting payment, and servicing your account.  You agree that LipSync is not responsible for the actions of any third party payment processors.  You are responsible for reviewing any applicable terms of service issued by any such third party payment processors.</p>
            <p>The use of the Services, Application, and/or Website may result in third party charges including, but not limited to, data charges assessed by your mobile phone provider.  You agree that LipSync is not liable to you for any third party charges incurred by you as the result of your use of our Services, and you are hereby advised to review your contract with your mobile phone/tablet provider to ensure that you do not incur any unexpected third party charges.</p>

            <h2>6.	Relationship of Parties</h2>
            <p>No joint venture, partnership, employment, or agency exists between You and LipSync, and nothing in these Terms of Service shall be construed as creating any joint venture, partnership, or employment relationship.</p>
            <h2>7.	Account Information</h2>
            <p>You need an account to use the Services.  You may create an account by following the instructions provided on the Application or Website.  You shall protect any passwords and account information and take full responsibility for your own, and third party, use of any of your accounts.  If You learn of any unauthorized use of your password or account, contact LipSync immediately.</p>
            <h2>8.	User Submitted Content</h2>
            <p>You warrant that You own all intellectual property rights in any User Submitted Content or that You have the appropriate license rights from the owner for any User Submitted Content.  You retain all ownership rights to your User Submitted Content.  By submitting content to the Application or Website, You grant LipSync a worldwide, perpetual, irrevocable, royalty-free, transferable right and license to use, copy, modify, adapt, publish, translate, create derivative works, and distribute your User Submitted Content.  In addition, by submitting content to the Application or Website, You grant other LipSync users a worldwide, perpetual, irrevocable, royalty-free transferable right and license to use, copy, publish, and distribute your User Submitted Content as permitted through the functionality of the Application, Website, or Services.</p>


            <h2>9.	IP Ownership and Notices</h2>
            <p>LipSync disclaims any liability for any User Submitted Content or third party content submitted to, or posted on, the Application or Website.  If You believe that any materials on the Application or Website infringe your copyright, trademark, or other intellectual property right, please send a written notification of your claim to LipSync to the following address:</p>
            <p>LipSync<br />
            Attention: IP Notices<br />
            548 Market Street<br />
            ECM 80497<br />
            San Francisco, CA 94104</p>
            <p>To provide effective notification, please provide the following information:</p>

            <ul>
                <li>An electronic or physical signature of a person authorized to act on behalf of the owner of the intellectual property right that is allegedly being infringed;</li>
                <li>A description of the copyrighted work, trademark, or other intellectual property right that is allegedly being infringed;</li>
                <li>The location of the allegedly infringing material on the Application or Website;</li>
                <li>Your name, address, email address, and telephone number;</li>
                <li>The following statement: “I have a good faith believe that the use of the material is not authorized by the intellectual property owner”;</li>
                <li>A statement under penalty of perjury that the information in the notification is accurate and that You are the owner of the intellectual property right or that You are authorized to act on behalf of the intellectual property right owner.</li>
            </ul>

            <h2>10.	Links to Other Sites</h2>
            <p>The Application or Website may contain links to third party websites.  These links are provided solely as a convenience to You and not as an endorsement by LipSync of the contents, products, services, or business practices of such third party websites.  LipSync is not responsible for the content, products, services, or business practices of linked third party websites and does not make any representations regarding the content, products, services, or business practices of such third party websites.  If You decide to access and/or use linked third party websites, You do so at your own risk.  You are responsible for taking precautions as necessary to protect yourself and your computer system from viruses, worms, Trojan horses, and other harmful or destructive content.</p>

            <h2>11.	Disclaimer of Warranties</h2>
            <p>THE APPLICATION, WEBSITE, AND SERVICES ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.  TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, LIPSYNC DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.  LIPSYNC DOES NOT WARRANT THAT THE APPLICATION, WEBSITE, OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE APPLICATION, WEBSITE, SERVICES, OR THE SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.  LIPSYNC DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE APPLICATION, WEBSITE, OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, CONFIDENTIALITY, OR OTHERWISE.  YOU ASSUME ALL RISK FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, SMARTPHONE, OR TABLET AND ANY LOSS OF DATA THAT RESULTS FROM USE OF THE APPLICATION, WEBSITE, OR SERVICES, INCLUDING ANY DAMAGES RESULTING FROM COMPUTER VIRUSES.  LIPSYNC DOES NOT AUTHORIZE ANYONE TO MAKE ANY WARRANTIES ON ITS BEHALF, AND YOU SHOULD NOT RELY ON ANY WARRANTIES MADE BY THIRD PARTIES.  APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.</p>
            <h2>12.	Limitation of Liability</h2>
            <p>NEITHER LIPSYNC NOR ANY OTHER PARTY INVOLVED IN CREATING OR DELIVERING THE APPLICATION, WEBSITE, OR SERVICES SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH ANY USE OF, OR INABILITY TO USE, THE APPLICATION, WEBSITE, OR SERVICES.</p>
            <p>THE FOREGOING LIMITATION APPLIES REGARDLESS OF THE NATURE OF THE CAUSE OF ACTION (WHETHER BREACH OF CONTRACT OR TORT, INCLUDING NEGLIGENCE) AND EVEN IF LIPSYNC HAS PREVIOUSLY BEEN ADVISED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OF SUCH DAMAGE OR LOSS.</p>
            <p>THE FOREGOING LIMITATION APPLIES TO ALL DAMAGES ARISING OUT OF OR IN CONNECTION WITH ANY USE OF, OR INABILITY TO USE, THE APPLICATION, WEBSITE, OR SERVICES, INCLUDING BUT NOT LIMITED TO: (I) ERRORS, MISTAKES, OR INACCURACIES; (II) BREACH OF CONDIENTIALITY; (III) PERSONAL INJURY OR PROPERTY DAMAGE; (IV) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS, INCLUDING ANY PERSONAL OR FINANCIAL INFORMATION STORED THEREIN; AND (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE.</p>
            <p>TO THE EXTENT THAT ANY JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE LIMITATION SHALL APPLY TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAW.</p>
            <p>LIPSYNC’S AGGREGATE LIABILITY TO YOU IN ANY CIRCUMSTANCE IS LIMITED TO EITHER THE AMOUNT PAID BY YOU TO LIPSYNC OR $10, WHICHEVER IS GREATER.

            <h2>13.	Indemnification</h2>
            <p>You agree to defend, indemnify, and hold harmless LipSync, its licensors, licensees, distributors, agents, representatives and other authorized users, and all of the foregoing entities' respective officers, directors, owners, employees, agents, representatives, and assigns from and against any and all claims, damages, obligations, losses, liabilities, costs, attorneys’ fees, and expenses arising out of or in connection with (i) your use of the Application, Website, or Services, (ii) your violation of these Terms of Service, (iii) your violation of any third party right, including, but not limited to, intellectual property rights and privacy rights, and (iv) any submission by You that causes damage to a third party.</p>
            <p>You shall cooperate as fully as reasonably required in the defense of any claim.  LipSync reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by You.  You shall not enter into any settlement agreement that affects the rights of LipSync without LipSync’s prior written approval.</p>


            <h2>14.	Representation of Age and Ability to Accept Terms of Service</h2>
            <p>You affirm that You are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into, abide by, and comply with the terms and conditions in these Terms of Service.</p>
            <p>In any event, You affirm that You are over the age of 13, as the Application, Website, and Services are not intended for children under 13.  If You are under 13 years of age, then please do not use the Application, Website, or Services.</p>
            <h2>15.	Termination</h2>
            <p>LipSync may, in its sole discretion, terminate or suspend your access at any time, without notice, to all or any part of the Application, Website, or Services for any or no reason, including, but not limited to, a breach of these Terms of Service.</p>
            <h2>16.	Assignment</h2>
            <p>These Terms of Service may not be assigned by You without the prior written approval of LipSync.  LipSync may assign these Terms of Service without your consent.</p>
            <h2>17.	Severability</h2>
            <p>If any provision of these Terms of Service is deemed invalid or unenforceable under any statute, regulation, ordinance, or by an arbitrator or court of competent jurisdiction, then such provision shall be deemed reformed or deleted but only to the extent necessary to comply with such statute, regulation, ordinance, or arbitrator or court, and the remaining provisions shall remain in full force and effect.</p>

            <h2>18.	No Waiver</h2>
            <p>The failure of LipSync to enforce any right or provision in these Terms of Service shall not constitute a waiver of such right or provision unless agreed to in writing by LipSync.  In addition, LipSync’s waiver of any breach of this Agreement by You will not be a waiver of any other prior or subsequent breach.</p>
            <h2>19.	Integration</h2>
            <p>These Terms of Service constitute the complete and final expression of the entire and only understanding between You and LipSync relating to the subject matter of this agreement and supersedes any prior written or oral representations.</p>
            <h2>20.	Governing Law and Venue</h2>
            <p>These Terms of Service shall be governed by the laws of the State of California, without respect to its conflict of laws principles.  Any claim or dispute between You and LipSync that arises in whole or in part from your use of the Application, Website, Services, or these Terms of Service shall be decided exclusively by an arbitrator located in San Francisco, California in accordance with Paragraph 21 below.</p>

            <h2>21.	Arbitration</h2>
            <p>Any disputes, controversies, or claims in connection with or arising out of the Application, Website, Services, or these Terms of Service shall be determined by arbitration in San Francisco, California before a single arbitrator who is a member of the American Arbitration Association, from which arbitration there shall be no appeal.  The arbitrator's decision in any such arbitration will be final and binding upon the parties and may be enforced in any court of competent jurisdiction.  The parties agree that the arbitration will be kept confidential and that the existence of the proceeding and any element of it (including, without limitation, any pleadings, briefs or other documents submitted or exchanged and any testimony or other oral submissions and awards) will not be disclosed beyond the arbitration proceedings, except as may lawfully be required in judicial proceedings relating to the arbitration or by applicable disclosure rules and regulations of governmental agencies.</p>
            <h2>22.	Class Action Waiver</h2>
            <p>You agree not to act as a class representative or private attorney general, nor participate as a member of a class of claimants, with respect to any claim arising from or relating to use of the Application, Website, Services, Privacy Policy, or these Terms of Service.  Claims may not be arbitrated on a class or representative basis. The arbitrator can decide only your individual  claims.  The arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated.</p>

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