TERMS OF SERVICE

Welcome to Voicera.com (the “Site,”)! These Terms of Service (“Terms of Service”) together with any documents referenced below (like our Privacy Policy) are, collectively, the “Agreement.” As long as you comply with this Agreement, Voicera will make the Site, information, content, and services available on the Site, and EVA (our intelligent voice assistant) (collectively the “Service”) available to you. The Site also includes any mobile websites, applications, email notifications and correspondence, or other informational sites owned and operated by us.

This Agreement is a legally binding contract between Rizio, Inc. d/b/a Voicera (“Voicera”, “we”, “us”, or “our”) and you, the person visiting the Site or accessing and using Service (referred to throughout this Agreement as “you” “your”, “yours” or “yourself”).  Whether you do so as an account holding user or as a guest, by either clicking to accept this Agreement or by accessing or using the Site, you acknowledge that you have read and understood this Agreement and agree to be bound by its terms.  If you are accepting this Agreement on behalf of a corporation or other legal entity, you represent and warrant that you have the necessary power and authority to enter into this Agreement on behalf of such entity and bind it to these terms.  If you do not agree to be bound by the terms of this Agreement, you must not click that you accept or access or use the Service.

Access to and Use of the Service.

A NOTE ABOUT CUSTOMERS.

Some customers use our Service for their own, personal purposes and some use them for business purposes as part of their work. If you are entering this Agreement in order to use the Service for the purpose of conducting your organization’s business, then all references to “you,” “your,” “yours,” and “yourself” mean the organization that you represent.  If you will be using the service for your own personal purposes, then all references to “you,” “your”, “yours” and “yourself” mean you, as an individual.

DESCRIPTION OF OUR SERVICE.

The Site also includes any associated mobile websites, applications, email notifications and correspondence, or other informational sites owned and operated by Rizio, Inc. Subject to the restrictions on use set forth in this Agreement, you may use the Service to:

  • Record the discussion that takes place in a meeting to which you invite EVA (subject to your commands to EVA to ignore portions of the meeting or discontinue such recording) and retain such recorded discussion in an audio file, transcribe and store the output of a meeting, including the audio content, participants and any documentation associated with that meeting (“Meeting Record”) that can be searched and reviewed by you and your meeting guests following your meeting;
  • Generate a list of key words derived from the Meeting Record in written form to facilitate the participants’ recollection of the meeting discussion (“Word Cloud Summary”); and
  • Generate a meeting transcription (i.e. in written form) which identifies elements of the meeting that you or other meeting guests have designated as noteworthy, such as action items, reminders and important points of discussion (the “Voice Notes”).

ELIGIBILITY.

You may not use the Service if you are under eighteen (18) years of age. By accessing the Service, you represent and warrant that 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 Service 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 allow the Service to record and process your business meeting information to the extent such information is proprietary to such employer or third party.

REGISTRATION.

User ID and Security. In order to access and use the Service, you will be required to register on a registration form which will require you to provide personal information (such as your e-mail address) and to select a password (collectively your “User ID”). We reserve the right to refuse registration of, or to cancel, a User ID at our discretion. You are responsible for maintaining the confidentiality of your password and are fully responsible for all activities that occur under your User ID, including the use of your Voicera account by another. Our use of any personal information you provide to us as part of the registration process (and otherwise) is governed by the terms of our Privacy Policy. You agree to notify Voicera immediately of any unauthorized use of your account or any other breach of security by email to: support@voicera.com

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 Service 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 Service, 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.

RECORDING OF MEETING DISCUSSIONS.

You agree to comply, and you will require your meeting guests to comply, with all applicable laws regarding the privacy of communications occurring during your meetings including informing the participants in your meetings that the meeting discussion is being recorded by EVA (subject to your and your guests’ commands) and (as applicable) honoring any requests by your guests and/or other meeting participants to access and control the Meeting Record including any personal information you provide to Voicera as required by law.

Conditions of Use.

PARTICIPANT CONDUCT.

You and your meeting guests are solely responsible for any meeting discussion that becomes part of the Meeting Record, including with respect to any unintelligible meeting discussion that Voicera attempts to clarify and make intelligible. You and your meeting guests are solely responsible for your commands to EVA regarding which portions of your meeting discussion that EVA records or does not record. You and your meeting guests may not use the Service to record and process meeting discussion that:

  • (i) Is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable; (ii) you do not have a right to transmit under any law or under contractual or fiduciary relationships; (iii) poses or creates a privacy or security risk to any person; (iv) infringes any intellectual property or other proprietary rights of any party; (v) constitutes gambling or unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, spam, pyramid schemes, contests, sweepstakes, or any other form of solicitation; or (vi) in the judgment of Voicera, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose Voicera or its users to any harm or liability of any type;
  • Violates the rights or confidentiality of your employer or any other third party;
  • is unlawful or facilitates the violation of any applicable law or that promotes or encourages illegal activity;
  • Furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities;
  • Seeks to collect email addresses or other contact information for the purpose of sending unsolicited emails or other unsolicited communications;
  • Solicits personal information from someone under the age of 18; or
  • Seeks to access or obtain any information through any means not made available or provided for through the Service.

Voicera 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 meeting information and terminating the Voicera accounts of violators or blocking one’s access and use of the Service. Voicera does not control the meeting discussion, and does not guarantee the accuracy, integrity or quality of the Meeting Record, including with respect to unintelligible portions of a Meeting Record that Voicera endeavors to clarify and make intelligible. Under no circumstances will Voicera be liable in any way whatsoever for the Meeting Record or any other meeting information. If there should arise a dispute between you and any other user of the Service, Voicera is under no obligation to become involved but reserves the right to monitor any such disputes at its sole discretion.

CONDITIONS TO TRANSMITTING MEETING INFORMATION VIA THE SERVICE.

By accessing and using the Service, you represent and warrant that you have the right to provide Voicera with, and for Voicera to store, transmit, and process (as described in this Agreement), all data and information provided by you and your meeting guests when you use the Service. By accessing and using the Service, you and your meeting guests also acknowledge and agree that:

  • Your and your meeting guests’ access and use of the Service, including the recording, processing and delivery to you and your meeting guests of information generated from a meeting to which you invite EVA and engage the Service, are solely at your and your meeting guests’ own risk;
  • You and your meeting guests consent to the collection, use and transfer of personal information and meeting information as outlined in the Privacy Policy;
  • If your access and use of the Service involves the processing of personal data of EU data subjects (e.g., you are located in the EU and/or you invite meeting guests located in the EU), you acknowledge that you have read and understood the EU data processing terms (the DPA”), agree that it is incorporated into the Agreement by reference and agree to be bound by its terms; and
  • If you access and use the Service in connection with your employment or other work for a third party, you agree to adhere to your employer’s or such third party’s policies, guidelines and procedures concerning: (i) any meeting information you make accessible to EVA for recording and processing by our Service, and (ii) any meeting information that our Service transmit to your meeting guests.

As stated in our Privacy Policy, the personal information and non-personal information that you and your meeting guests submit and the meeting information you create will be transferred to and stored on Voicera servers in the United States. You represent and warrant that you will obtain express, written consents from all meeting guests outside the United States for their personal information may be transmitted to and stored on servers in the United States. You are fully responsible and liable for all breaches of the foregoing warranty.

COMMERCIAL USE.

Unless otherwise expressly authorized by Voicera, 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 Service, use of the Service or access to the Service.

FEES & CANCELLATION.

At the conclusion of any applicable free trial period for the Service, 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 Voicera services account.  You hereby authorize Voicera to bill your credit card in advance on a periodic basis as required under your payment plan until you terminate your Voicera services account, and you further agree to pay any charges so incurred. If you dispute any charges you must let Voicera know within fifteen (15) days after the date that Voicera’s fee is billed to your credit card.  We reserve the right to change Voicera’s 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 Voicera’s records) at least 30 days before the change is to take effect. Your continued use of the Service after the fee change becomes effective constitutes your agreement to pay the changed fee. Unless otherwise stated in the Agreement, all fees paid are non-refundable and obligations to pay are non-cancellable.

Until your Voicera services account is terminated, your Service subscription (in accordance with the payment plan you selected) 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 Terms of Service before Voicera processes your payment for a given payment cycle, then you will not be charged for the next payment. Voicera does not offer refunds or credits for partial periods of service or unused periods.

The fees payable under these Terms of Service are exclusive of any sales, use, excise, value added, import, or other applicable taxes, tariffs or duties (“Taxes”).  You are solely responsible for payment of all Taxes except for any taxes based solely on Voicera’s net income.  If you are required to pay any Taxes, you will pay such Taxes with no reduction or offset in the fees payable to Voicera under these Terms of Service. If Voicera has the legal obligation to pay or collect Taxes for which you are responsible, you agree to pay such Taxes and that we may charge your payment instrument for the same.

Intellectual Property Rights & Licenses.

VOICERA INTELLECTUAL PROPERTY.

Voicera and/or its third party licensors own all right, title, and interest in and to the Voicera software, content, visual interfaces, interactive features, information, graphics, design, compilation, computer code, names, logos, algorithms, and all other elements of the Service (collectively, the “Voicera Materials”), including all all updates, upgrades, fixes, and any other modifications made to the Voicera Materials and all derivative works thereof and intellectual property rights throughout the Universe therein. Voicera reserves all rights not expressly granted in these Terms of Service. You shall not acquire any right, title or interest to the Voicera Materials, whether by implication, estoppel, or otherwise, except for the limited rights set forth in these Terms of Service. Accordingly, you agree not to copy, modify, create a derivative work of, disassemble, decompile or otherwise reverse engineer any components of the Voicera Materials, 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 Voicera Materials will inure to Voicera’s exclusive benefit.

As discussed throughout these Terms of Service, our Service includes artificial intelligence that learns over time by using the data and parameters provided to the Service, including Your Data (as defined below) and data shared by our other customers, to discover and generate new correlations and relationships (i.e. deep learning) related to processing meeting information (“Correlations”).  These Correlations are not specific to Your Data and will never include information that identifies you or your personnel (as a customer of ours or otherwise). As such, while you will always own Your Data (as described below), you agree that we will own all right, title, and interest in and to the Correlations developed by our Service. Similarly, you agree that, notwithstanding anything else to the contrary in the Agreement, we will also be free to use any General Knowledge that results from access to or work with Your Data.  For the purposes of this Agreement, the term “General Knowledge” means information, ideas, concepts, know-how, techniques and/or skills of a general nature that are retained in the minds of Our employees as a result of providing the Service to you. General Knowledge will never include the things you discuss with your meeting participants during a meeting, your Voice Notes, or Meeting Record.

You understand and agrees that Voicera will also collect aggregated and/or anonymized data related to and/or as a result of your use of the Service (“Usage Data”). Voicera will never disclose your personal, identifying information of or its users as part of its use of the Usage Data. Notwithstanding anything else to the contrary, Voicera will retain all right, title and interest in and to the Usage Data.

YOUR OWNERSHIP AND LICENSE TO VOICERA.

You own all right, title, and interest in and to your data that you or your meeting guests provide directly to the Service (“Your Data”), any Word Cloud Summary, and any Voice Notes. To capture a Meeting Record and generate a Word Cloud Summary and Voice Notes, our Service use proprietary software, algorithms and an artificial intelligence engine to process the meeting information you and your meeting guests make accessible to EVA.  Accordingly, in order for us to provide the Service, you grant Voicera a royalty-free, non-exclusive, irrevocable (for so long as your Voicera account remains in good standing), worldwide, sublicensable license and right to: (1) record, store, use, display, modify, index, publish, perform, create derivative works from, incorporate into other works, and transmit Your Data, including the meeting discussion in whole or in part between you and your meeting guests other than those portions of such discussion that you or your guests command EVA not to record; (2) analyze and process the Meeting Record in an attempt to clarify or correct any Voice Note that is difficult to transcribe; (3) process the Meeting Record to generate a Word Cloud Summary and Voice Notes; (4) store, retain, make accessible, transmit, and transfer meeting information (including your and your meeting guests’ information) among the meeting participants and solely as otherwise required to provide the Service to you; and (5) 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 Voicera above, we acknowledge and agree that Voicera obtains no right, title or interest from you (or your meeting guests) to any of your meeting information including but not limited to the Meeting Record.

LIMITED LICENSE TO YOU.

Conditioned upon your compliance with the terms and conditions of the Agreement, Voicera hereby grants to you a limited, revocable, non-exclusive, personal, non-sublicensable, non-transferable license to access and use the Service for your personal use on a device owned or controlled by you. Upon termination of your Voicera service account, all license and other rights granted to you in these Terms of Service will immediately cease. Subject to the Agreement, any applicable restrictions of your employer or other third party having any rights to the meeting information you have made accessible to the Service, and applicable law, you are authorized and entitled to share with your meeting guests the Meeting Record, Word Cloud Summary and Voice Notes generated by and delivered via the Service, at your discretion.

NOTICE OF COPYRIGHT INFRINGEMENT.

If you are a copyright owner who believes your copyrighted material has been reproduced, posted or distributed via the Service in a manner that constitutes copyright infringement, please inform our designated copyright agent by sending written notice by e-mail to: support@voicera.com. (You may also contact us by mail to Rizio, Inc., Attn.: Copyright Agent, 883 Santa Cruz Ave, Suite 205, Menlo Park, CA, 94025.)  Please include the following information in your written notice: (1) a detailed description of the copyrighted work that is allegedly infringed upon; (2) a description of the location of the allegedly infringing material in the Service, with enough detail to enable us to find it in the Service; (3) your contact information, including your name, address, telephone number, and, if available, e-mail address; (4) 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; (5) 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 (6) 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 Voicera claiming copyright infringement that does not comply with the requirements of this provision will not receive a response.

General Terms.

MODIFICATION OF THE AGREEMENT.

Voicera reserves the right to modify and/or change any of the terms and conditions of the Agreement or any other policies appearing on the Site at any time and without prior notice. If Voicera materially modifies the Agreement, 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 Service for the first time after such material changes are made. By continuing to use and access any part of the Service after Voicera 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 and access to the Service. The Terms will also govern any upgrades and/or updates provided by Voicera that upgrade and/or supplement the Service, 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.

The Agreement begins on the date you accept it or the date you start using the Site or the Service and will remain in effect until terminated.

If you are using the Site or the Service free of charge, (a) you may terminate the Agreement by simply discontinuing your use of all parts of the Service at any time; and (b) Voicera may terminate your access to and use of the Service and/or the Agreement, and block, remove or discard Your Data at any time for any reason.

If you have purchased a subscription to the Service and would like to cancel your subscription, you must give notice of your intent to terminate by contacting Voicera at least thirty (30) days prior to the end of your then-current subscription period. Once you give such notice, your subscription will automatically terminate at the end of your then-current subscription period and no further amounts will be charged to you. We may also choose not to renew your subscription and terminate your access to and use of the Service at the end of any subscription period. For the avoidance of doubt, you are responsible for paying for your subscription up to the date of termination of the Agreement.

Without prejudice to any other rights or remedies which the parties may have, either party may terminate the Agreement without liability to the other immediately on giving written notice to the other if the other party materially breaches the Agreement and does not cure such breach within thirty (30) days of written notice thereof. Notwithstanding the foregoing, we may immediately terminate the Agreement and your license to access and use the Service if you breach any of the conditions of use set forth in these Terms of Service.

Upon any termination of the Agreement all rights and licenses granted to you hereunder will immediately terminate. We have no obligation to provide, keep, or store your data following termination of the Agreement.

The sections of these Terms of Service entitled “Intellectual Property Rights & Licenses”, “Term and Termination”, “Warranty Disclaimer” and “Limitation of Liability”, “Indemnification and Release”, “Dispute Resolution” and “Miscellaneous” shall survive any termination of the Agreement.

WARRANTY DISCLAIMER.

THE SERVICE 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, VOICERA 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. VOICERA EXPRESSLY DISCLAIMS ANY WARRANTIES OF ANY KIND WITH RESPECT TO (1) THE ACCURACY, VALIDITY, OR COMPLETENESS OF ANY MEETING INFORMATION OR FEATURES MADE AVAILABLE THROUGH THE SERVICE, (2) THE QUALITY OR CONSISTENCY OF THE SERVICE, (3) THE SERVICE BEING UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, OR (4) THE ACCURACY OR RELIABILITY OF THE MEETING RECORDS, WORD CLOUD SUMMARIES AND VOICE NOTES GENERATED THROUGH THE SERVICE.

LIMITATION OF LIABILITY.

UNDER NO CIRCUMSTANCES WILL VOICERA, 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 VOICERA 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, THE SERVICE AND ANY MEETING INFORMATION AVAILABLE THEREON; (2) AUTHORIZED OR UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR MEETING RECORDS, WORD CLOUD SUMMARIES AND VOICE NOTES; (3) STATEMENTS OR CONDUCT OF ANY THIRD PARTY (INCLUDING YOUR MEETING GUESTS) ON THE SERVICE; OR (4) ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT WILL VOICERA’S TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATED TO YOUR USE OF THE SERVICE, WHETHER IN CONTRACT OR TORT, EXCEED THE FEES YOU HAVE PAID TO VOICERA 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 Voicera 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 Service and any meeting content, any breach by you of the Agreement, 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.

DISPUTE RESOLUTION.

PLEASE READ THIS SECTION CAREFULLY AS IT AFFECTS YOUR RIGHTS IN THE EVENT OF ANY DISPUTE BETWEEN YOU AND VOICERA.

By using the Site and accessing or using the Service, you agree that the laws of the State of California excluding that state’s choice-of-law principles will govern the Agreement, the breach thereof, and any dispute of any sort that might arise between you and VOICERA, whether sounding in contract, tort or otherwise.

YOU ALSO AGREE THAT BY VISITING AND USING THIS SITE, YOU ARE BOUND TO THESE DISPUTE RESOLUTION TERMS AND YOU AND VOICERA ARE BOTH WAIVING THE RIGHT TO TRIAL BY JURY. YOU AND VOICERA AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS ACTION; CLASS ACTIONS ARE NOT PERMITTED.

Any and all disputes between you and Voicera, whether arising under or related in any way to the Agreement or your access to and use of the Service or otherwise, must be resolved through binding arbitration as described in this Dispute Resolution provision. Voicera provides the Service to you on the condition that you accept binding arbitration and the dispute resolution provisions in this Dispute Resolution provision, so if you initiate any claim against Voicera in any other manner, you shall be in violation of the Agreement and you agree that Voicera shall be entitled to have such action dismissed or otherwise terminated and you agree to reimburse Voicera for its reasonable costs incurred in defending against such improperly initiated claim.

To begin an arbitration proceeding against Voicera, you must send a letter requesting arbitration and describing your claim to our registered agent: GKL Corporate/Search, Inc., P.O. Box 1913, Sacramento, CA 95812. Any arbitration proceeding shall be administered by Judicial Arbitration and Mediation Service, Inc. (“JAMS”) in accordance with its streamlined arbitration rules and procedures, including the optional arbitration appeal procedure (collectively, the “JAMS Rules”).  A copy of the current versions of these JAMS Rules can be viewed at http://www.jamsadr.com/rules-streamlined-arbitration and http://www.jamsadr.com/rules-optional-appeal-procedure. The JAMS Rules shall govern the selection of a single, neutral, commercial arbitrator, except that such arbitrator must have substantial experience in resolving intellectual property and commercial contract disputes and either be licensed to practice law in California or be a retired judge, either of whom shall be selected from the appropriate list of JAMS arbitrators. Any appellate panel shall consist of three (3) neutral arbitrators, who shall each be subject to the foregoing requirements. The arbitrator’s decision shall be controlled by and be based upon the Agreement. Upon conclusion of any arbitration proceedings, the arbitrator shall render findings of fact and conclusions of law and a written opinion setting forth the basis and reasons for any decision he or she has reached and shall deliver such documents to each party to the arbitration along with a signed copy of the award. The arbitrator’s ruling is binding and may be entered as a judgment in any court having jurisdiction over the subject matter thereof or application may be made to such court solely for judicial acceptance of any award and an order of enforcement, as the case may be. All arbitration proceedings, including documents filed in the course of such proceedings, and the fact that the arbitration is being conducted, shall be and remain confidential.

For any claim where the total amount of the award sought is $10,000 or less, JAMS, you and Voicera must abide by the following rules: (a) the arbitration shall be conducted solely based on written submissions; and (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties. If the claim exceeds $10,000, the right to a hearing will be determined by the JAMS Rules, and the hearing (if any) must take place in Santa Clara County, CA or at another mutually agreed location. Payment of all filing, administration and arbitrator fees will be governed by the JAMS Rules. Voicera will reimburse those fees for claims totalling less than $10,000 unless the arbitrator determines your claims are frivolous. For claims totalling more than $10,000, Voicera will not seek its attorneys’ fees and costs in arbitration unless the arbitrator determines the claims are frivolous.

If for any reason a claim proceeds in court rather than in arbitration, you and Voicera both waive any right to a jury trial. In the event any of the terms of this Dispute Resolution provision are held to be unenforceable by a court, then the disputes or claims that would otherwise have been arbitrated shall be exclusively brought in the state courts located in Santa Clara County CA, or the U.S. District Court for the Northern District of California in San Jose, CA, and you and Voicera both waive any claim of forum non-conveniens. You and Voicera also agree that you or Voicera may bring suit in court to enjoin infringement or other misuse of intellectual property rights, provided that such suit and claims may be brought only in the courts identified in the prior sentence.

YOU MUST COMMENCE A FORMAL ARBITRATION PROCEEDING PURSUANT TO THE AGREEMENT WITHIN TWELVE (12) MONTHS AFTER THE DATE ANY SUCH CLAIM ARISES; FAILURE TO DO SO WITHIN THAT TWELVE-MONTH PERIOD SHALL BE DEEMED AN IRREVOCABLE WAIVER BY YOU OF ANY RIGHTS YOU MAY HAVE PURSUANT TO THE AGREEMENT WITH RESPECT TO ANY CLAIM YOU MAY HAVE (AND ANY SUCH CLAIM SHALL BE PERMANENTLY BARRED). This provision barring claims older than twelve months shall be deemed to constitute a separate written legally binding agreement by and between you and Voicera.

PRIVACY.

We respect your privacy.  Please see our Privacy Policy.  By visiting the Site and accessing and using the Service, you consent to our collection and use of your personal information as set forth in the Privacy Policy.

YOUR SUGGESTIONS AND IDEAS.

Voicera 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: (a) all information you submit will be treated as non-confidential and non-proprietary; (b) all information you submit will become the property of Voicera, except for any personal information you submit or we collect from you in accordance with our Privacy Policy; (c) you will be solely responsible for any submission, including the legality, reliability, appropriateness, originality and copyright of such submission; (d) 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 Voicera or a third party will not violate any third party’s rights; (e) Voicera 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 (g) Voicera will not pay you or others for any such information, use, reproduction or disclosure.

LINKS TO THIRD PARTY WEB SITES.

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.

NOTICE FOR CALIFORNIA USERS AND CALIFORNIA CIVIL CODE SECTION 1789.3 COMPLIANCE.

When the Site charges you for our Service, pricing information will be posted as part of the ordering process. The Complaint Assistance Unit of the Division of Consumer Service of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254.  You may contact Voicera at support@voicera.com or at Rizio, Inc., Attn. Legal Officer, 883 Santa Cruz Ave, Suite 205, Menlo Park, CA, 94025.

CONTACTING US AND VIOLATIONS OF THE AGREEMENT.

Please contact us by email to support@voicera.com or by mail to Rizio, Inc., Attn. Legal Officer, 883 Santa Cruz Ave, Suite 205, Menlo Park, CA, 94025 with any questions regarding the Agreement or the Service. Please report any violations of the Agreement to legalnotice@voicera.com.

MISCELLANEOUS.

(1) The Agreement and all the policies referenced herein constitute the entire agreement between Voicera 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 Voicera. Notwithstanding the foregoing, you agree that we may revise and update this Agreement from time to time; all changes or updates to the Agreement are effective immediately when we post them and will apply to your access to and use of the Service after such date.
(2) The section titles in these Terms of Service are provided solely for convenience and have no legal or contractual significance.
(3) The Agreement 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 the Service, and without regard to its conflicts of laws provisions or the United Nations Convention for the International Sale of Goods.
(4) 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.
(5) If for any reason a court of competent jurisdiction finds any provision of the Agreement or portion thereof, to be unlawful, void or unenforceable, that provision of the Agreement shall be enforced to the maximum extent permissible so as to affect the intent of the parties, and the remainder of the Agreement shall continue in full force and effect.
(6) You may not assign your rights under the Agreement to any party without Voicera’s consent.
(7) Voicera may assign its rights under the Agreement, in whole or in part, at any time without notice to you.

Published on 4/28/2017, updated on 5/18/2018.

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