Canary Concussion Terms of Use

Posted:  October 28, 2017

Welcome to Canary Concussion! These terms of use (“Terms”) govern your use and access to our services, web sites, mobile applications, and client software (the “Service”). They constitute your agreement with Canary Concussion, LLC (“Canary Concussion,” “we,” “us,” “our”). Our Privacy Policy explains how we collect and use your information. By using our Service, you agree to be bound by these Terms, and to review our Privacy policy. The Terms are effective as of the date of your first registration or use of the Service (“Effective Date”). If you do not agree to these Terms, do not use the Service.

YOUR ACCOUNT AND YOUR RESPONSIBILITIES

For most uses of the Service, you’ll need to register as a User for an account (“Account”). A “User” is anyone who is registered for the Service.

You agree to ensure that your User information is accurate and kept up to date.  You affirm that you are at least 13 years old, and, if you are under 18 years old, that your parent or legal guardian has given you permission to use the Service and agrees on your behalf to the Terms. If you are under the age of 13, do not use the Service.

You agree to safeguard your password to the Service, make sure others don’t have access to your password, and to log off when you’re finished using the Service if using a device others have access to. We’re not responsible for any loss or damage from you not complying with these safeguards.

Most of the Service components require a current version browser, current mobile operating system, and a broadband/high-speed Internet connection. You agree that these resources and their performance and reliability are your responsibility.

LICENSE AND USE

You may not use the Service for any purposes other than those described in these Terms. Some offerings of our Service allow you to download software ("Software") to a mobile device which may update automatically. So long as you comply with these Terms, we give you a limited, nonexclusive, nontransferable, revocable license to use the Software, solely to access the Service. To the extent any component of the Software may be offered under an open source license, we'll make that license available to you and the provisions of that license may expressly override some of these Terms.

BETA SERVICES

We sometimes release products and features that we are still testing and evaluating. Those Services have been marked beta, preview, early access, or evaluation (or with words or phrases with similar meanings) and may not be as reliable as Canary Concussion’s other services, so please keep that in mind. Canary Concussion isn’t liable for anything that arises out of your use of beta services.

PAID ACCOUNTS

All fees and other charges (“Fees”), if applicable, are due and payable to Canary Concussion at the time of online purchase. You're responsible for all applicable taxes, and we'll charge tax when required to do so.

If you purchase a subscription account, we’ll automatically bill you at each periodic renewal until cancellation. You may cancel your Canary Concussion Account at any time but you won't be issued a refund unless it's legally required.  Canary Concussion may discontinue the Service if any Fees are not paid in full.

We may change the fees in effect but will give you advance notice of these changes via a message to the email address associated with your account.

INSTITUTION ACCOUNTS

If you join a Canary Concussion Institution account, your use of the Service will be governed by the Institution Agreement between that organization and Canary Concussion, and you must use it in compliance with that organization’s terms and policies. Please note that Canary Concussion Institution accounts are subject to the organization’s control. Your administrators may be able to access, disclose, restrict, or remove information in or from your Canary Concussion Institution account. They may also be able to restrict or terminate your access to a Canary Concussion Institution account.

USER SUBMISSIONS

When you use our Service, you may provide us with things like your audio recordings, files, comments, other content, and so on ("User Submissions"). Any User Submission posted by you is yours. These Terms don't give us any rights to your User Submissions except for the limited rights that enable us to offer the Service.

You're responsible for your conduct. Your User Submissions and you must comply with our Terms of Use. Content within the Service may be protected by others' intellectual property rights. You agree not to copy, upload, download or share such content unless you have the right and permission to do so.

We may review your conduct and User Submissions for compliance with these Terms; however, we have no obligation to do so. We aren't responsible for the content people post and share via the Service, and in compliance with applicable laws, we may remove any User Submission at our discretion.

You use all User Submissions at your own risk. Your interactions with other Users are solely the responsibility of you and that User. Canary Concussion is not responsible for anything that occurs as a result of those interactions. If there is a dispute between you and any other User, we are under no obligation to become involved.

You give us permission to host your User Submissions, back them up, as well as access, store, and scan your submissions to support features like playback, previews, and searching. This permission extends to our affiliates and trusted third parties that we work with to deliver the Service.

Posting User Submissions via the Internet involves networks not controlled by Canary Concussion. We’re not responsible for User Submissions that are delayed, lost, altered, or stored during transmission over those networks.

Canary Concussion will use industry standard or better technical and organizational security measures to transfer, store, and process User Submissions. These measures include appropriate administrative, physical, and technical safeguards to secure User Submissions and other data from unauthorized access, disclosure, and use. We’ll also conduct periodic risk assessments and remediate any identified security vulnerabilities in a reasonable timeframe. Canary Concussion will notify you in the event of a security or privacy incident. (For more information on the Amazon secure cloud that supports Canary Concussion, please see https://aws.amazon.com/.)

Finally, while we store User Submissions for a length of time (typically at least 3 years), the Service is not an archive. You’re responsible for maintaining independent archival and backup copies of any User Submissions that you wish to preserve.

DATA AND PRIVACY

We may track web traffic origination and patterns for visitors to our website and users of the Service, and we may analyze this data for trends and statistics in the aggregate, but this information will be maintained, used and disclosed in aggregate form only and it will not contain personally identifiable information.  We may use this aggregate information to analyze trends, administer the Service, track users’ movement, and gather broad demographic information for aggregate use. We may also anonymize and use audio recordings and assessment results in order to research ways to improve our service.

We may collect data that is defined as Personally Identifiable Information (“PII”) by the U.S. Family Educational Rights and Privacy Act (“FERPA”). We’ll use that PII only for the purpose of fulfilling our responsibilities to deliver the Service, and will not monitor, share, or disclose any such PII to any third party except as provided for in these Terms, as required by law, or as authorized in writing by you (or your organization if used under a Canary Concussion Institution agreement). You agree that de-identified data, from which all PII-qualifying identifiers have been removed in accordance with FERPA definitions, is not PII and may be used for lawful purposes.

For additional privacy information, please review our Privacy Policy.

INTELLECTUAL PROPERTY OWNERSHIP; COPYRIGHT.  

The Service as well as Canary Concussion names, trademarks, logos, content, designs, and other brand features (collectively “Canary Concussion Property”) are protected by copyright, trademark, and other US and foreign laws. These Terms don’t grant you any right, title or interest in any Canary Concussion Property or in others’ User Submissions. We welcome feedback; please note that we may use any comments or suggestions without any obligation to you.

We respond to notices of alleged copyright infringement if they comply with the law, and such notices should be reported. We reserve the right to delete or disable content alleged to be infringing and terminate accounts of repeat infringers.

LINKS TO THIRD PARTY SITES

The Service may contain links to third party web sites (“Linked Sites”). Canary Concussion has no control over these Linked Sites or their content, and you use them at your own risk. However, if you experience a problem with a Linked Site, please let us know at support@canaryspeech.com so we can investigate and take appropriate action.

TERMINATION

You're free to stop using our Service at any time. We also reserve the right, as needed, to terminate these Terms, disable access to your Account, or suspend the Service at any time at our discretion and without notice. For example, we may suspend or terminate your use of the Service if you're not complying with these Terms, or use the Service in a manner that would cause us legal liability, disrupt the Service, or disrupt others' use of the Service. We may delete your Account, including all User Submissions, when you no longer use your Account or when we have disabled access to your Account or the Service. Canary Concussion is not responsible to you nor to any third party for any termination of your access to the Service or deletion of User Submissions.

SERVICE PROVIDED "AS IS"

We strive to provide a great Service, but there are certain things that we can't guarantee. TO THE FULLEST EXTENT PERMITTED BY LAW, CANARY CONCUSSION AND ITS AFFILIATES, PARTNERS, SUPPLIERS AND DISTRIBUTORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE SERVICE. THE SERVICE IS PROVIDED "AS IS." WE ALSO DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IF APPLICABLE LAW DOES NOT PERMIT THE FOREGOING EXCLUSION OF EXPRESS OR IMPLIED WARRANTIES, THEN Canary Concussion GIVES THE MINIMUM EXPRESS OR IMPLIED WARRANTY REQUIRED BY APPLICABLE LAW.

LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY LAW, EXCEPT FOR ANY LIABILITY FOR CANARY CONCUSSION’S OR ITS AFFILIATES’ FRAUD, FRAUDULENT MISREPRESENTATION, OR GROSS NEGLIGENCE, IN NO EVENT WILL CANARY CONCUSSION, ITS AFFILIATES, SUPPLIERS OR DISTRIBUTORS BE LIABLE FOR:

(A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR

(B) ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS, REGARDLESS OF LEGAL THEORY.

THIS WILL BE REGARDLESS OF WHETHER OR NOT Canary Concussion OR ANY OF ITS AFFILIATES HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

ADDITIONALLY, IF YOU HAVE NOT PAID CANARY CONCUSSION ANY AMOUNTS IN THE 12 MONTHS PRECEDING YOUR CLAIM, CANARY CONCUSSION’S SOLE AND EXCLUSIVE LIABILITY SHALL BE FIFTY DOLLARS ($50).

Some places don't allow the types of limitations in this section, so they may not apply to you.

YOUR WARRANTY AND OBLIGATION TO INDEMNIFY Canary Concussion

By uploading content and User Submissions to the Service, you agree that you have: (a) all necessary licenses and permissions to use and share such content and User Submissions, and (b) the rights necessary to grant the licenses in these terms.

To the fullest extent permitted by applicable law, you will indemnify us and our subsidiaries, affiliates, officers, agents, employees, Partners, and licensors from any claim, demand, loss, or damages, including reasonable attorneys’ fees, arising out of or related to such content, User Submissions, your use of the Service or Software, or your violation of these Terms and any applicable laws.

CANARY CONCUSSION’S INDEMNIFICATION

Subject to limitations of applicable law and this section, Canary Concussion will indemnify you from any claim, demand, loss, or damages, including reasonable attorneys' fees, arising out of any claim by a third party against you to the extent based on an allegation that our technology used to provide the Service to you infringes or misappropriates any copyright, trade secret, U.S. patent, or trademark right of the third party. Alternatively, we may choose to take action to rectify the alleged infringement. Canary Concussion will have no obligations or liability under this section arising from: (i) use of the Service in a modified form or in combination with materials not furnished by Canary Concussion, and (ii) any content, information, or data provided by you or other third parties.

Subject to limitations of applicable law and this section, Canary Concussion will also indemnify you from any claim, demand, loss, or damages, including reasonable attorneys' fees, arising out of Canary Concussion’s gross negligence or willful misconduct in preventing unauthorized access to confidential User Submissions, as finally determined in a non-appealable judgment by a court of competent jurisdiction in connection with a claim alleging a breach of confidentiality.

DISPUTES AND CONTROLLING LAW

We want to address your concerns without needing a formal legal proceeding. Before filing a claim against Canary Concussion, you agree to try to resolve the dispute informally by contacting support@canaryspeech.com. We'll try to resolve the dispute informally by contacting you via email. If a dispute is not resolved within 30 days of submission, you or Canary Concussion may bring a formal proceeding.

You and Canary Concussion agree that any judicial proceeding to resolve claims relating to these Terms or the Service will be brought in the federal or state courts of Salt Lake County, Utah, unless otherwise required by applicable law of any other jurisdiction. Both you and Canary Concussion consent to venue and personal jurisdiction in such courts.

These Terms will be governed by Utah law except for its conflicts of laws principles, unless otherwise required by applicable law of any other jurisdiction.

ENTIRE AGREEMENT

These Terms constitute the entire agreement between you and Canary Concussion with respect to the subject matter of these Terms, and supersede and replace any other prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of these Terms. These Terms create no third party beneficiary rights.

WAIVER, SEVERABILITY & ASSIGNMENT

Canary Concussion’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of the Terms will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights under these Terms, and any such attempt will be void. Canary Concussion may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Service.

MODIFICATIONS

We may revise these Terms from time to time, and will always post the most current version on our website. If a revision meaningfully reduces your rights, we will notify you (by, for example, sending a message to the email address associated with your Account or alerting you at your next login). By continuing to use or access the Service after the revisions come into effect, you agree to be bound by the revised Terms.