Terms & Conditions

SOUNDBITE COMMUNICATIONS, INC.
TERMS OF USE

(EFFECTIVE JUNE, 2010)

THE FOLLOWING TERMS OF USE EXPLAIN THE RELATIONSHIP BETWEEN YOU AND SOUNDBITE COMMUNICATIONS, INC. ("SOUNDBITE") AND APPLY TO YOUR USE OF SOUNDBITE'S WEB SITE (THE “SITE”) AND SOUNDBITE'S PROPRIETARY CUSTOMER COMMUNICATIONS SOLUTIONS (THE "PLATFORM") (COLLECTIVELY, THE "SERVICE"), WHETHER OR NOT YOU ARE A REGISTERED USER OF THE SERVICE.   BY ACCESSING OR USING THE SERVICE, YOU AGREE TO BE BOUND BY THESE TERMS OF USE.  IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS OF USE, DO NOT USE THE SERVICE.

1.  Right to Use the Service
You may access the Site solely for the purpose of evaluating and using the Platform.  You may access the Platform only pursuant to the terms of a written agreement with SoundBite.  Under no circumstances may you (a) rent, lease, sublicense, distribute, transfer, copy, modify, create derivative works of, or time-share the Service, or (b) decompile, disassemble, reverse-compile, reverse-assemble or otherwise reverse-engineer any portion of the Service. 

2.  Service Provider Charges
You acknowledge that you are responsible for all data and usage charges imposed by your carriers or service providers in connection with your use of the Service.

3.  Ownership. 
The Service is protected by copyright as a collective work pursuant to United States copyright laws.  You agree that the Service constitutes proprietary intellectual property of SoundBite or its licensors and that all right, title and interest in and to the Service, including all intellectual property rights embodied therein, shall at all times remain vested in SoundBite or its licensors.  Any information or materials made available by SoundBite on the Site may be used only for the purpose evaluating the Platform and for no other purpose.  You may not remove or modify any copyright and other proprietary notices included on the Service or any such information or materials. Other than the express rights granted to you in these Terms of Use, no rights or licenses are granted to you.

4.  User Contributions
All content contributed by a user (including any related comments) to the Site (“User Contributions”) must be consistent with the values and goals of SoundBite and these Terms of Use and must comply with applicable laws.  Users may not upload User Contributions which are abusive, defamatory, obscene, fraudulent, in violation of applicable laws or the rights of others, or which would otherwise be offensive to other users. 
You represent and warrant to SoundBite that (a) you own the User Contributions or other materials which you post or otherwise make available to the Service, or otherwise have all necessary rights to do so, and (b) you are in no way violating or infringing upon the intellectual property rights or other rights of others.  Upon our request, you agree to provide evidence of all required permissions from the applicable intellectual property owners.  Furthermore, you agree to pay all license fees, royalties or any other amounts which may be owed to any person in connection with any User Contribution which you post on the Service.
You acknowledge that SoundBite cannot prevent users from placing prohibited or inappropriate User Contributions on the Service.  In addition, SoundBite does not monitor or review all User Contributions posted on the Service.  If at any point SoundBite does choose to monitor the Service, in no event will SoundBite have any liability or responsibility for modifying or removing any User Contributions or for failing to modify or remove any User Contributions.  Under no circumstances will SoundBite have any liability or responsibility whatsoever for the conduct of any user on the Service or the content, quality, character or accuracy of any User Contributions or the use of any User Contributions by any person.

SoundBite reserves the right to reject or remove any User Contributions, messages or other materials from the Service without notice to the contributor, for any reason or no reason.   This includes the right to suspend a user’s ability to access or utilize the Service in SoundBite’s sole discretion and without prior notice.  SoundBite shall have no liability whatsoever in exercising these rights.
While each user will retain ownership of his or her User Contributions, each user hereby grants to SoundBite a worldwide, perpetual, irrevocable, non-exclusive, transferable, sublicensable, fully-paid and royalty-free license to use, copy, modify, adapt, translate, publicly perform, publicly display, store, reproduce, transmit, distribute, and create derivative works from any User Contributions, for any purpose whatsoever, in any medium or format, on any platform, and via any distribution channel or service.  Without limiting the foregoing, SoundBite shall be free to use any ideas, concepts, know-how or techniques contained in any User Contributions for any purpose whatsoever.  The foregoing rights shall include, but not be limited to, developing, manufacturing, marketing and promoting products and services which incorporate such User Contributions (or ideas, concepts, know-how or techniques), without any obligation to the user.

Under no circumstances may a user copy, modify, adapt, translate, publicly perform, publicly display, store, reproduce, transmit, distribute, license or create derivative works from any User Contributions for any purpose whatsoever without the express written consent of the owner of such content.

You acknowledge that User Contributions are the intellectual property of their respective owners and that your use of any User Contributions is subject to all applicable laws and regulations and to the rights of the owner.  SoundBite cannot grant you any rights with respect to any User Contributions; all rights must be obtained from the respective owner.  SoundBite will not be liable or responsible in any way for your use of User Contributions.

Please note that you will be required to log into and comply with the terms of use of any third party site to which you upload any User Contribution or other content.  SoundBite will have no liability whatsoever regarding your actions on such other sites, and you agree to indemnify and hold SoundBite harmless from and against any claims, damages, liabilities, costs or expenses in connection with your activities on such third-party sites.

5.  Privacy Policy
Because the privacy of your personal information is very important to us, SoundBite has established a Privacy Policy which describes how we will treat any personal information which you may provide to us.  By accepting these Terms of Use, you acknowledge that you have read and understood SoundBite's Privacy Policy.  SoundBite may change its Privacy Policy at any time by updating the Privacy Policy or by providing notice on the Service.

6.  Unwelcome Communications
You may not use the Service (a) to transmit "chain letters," "junk mail" or other unwelcome communications, (b) to solicit others for any purpose, or (c) to gather or store personal information about any individuals.  You also may not use any automated systems to access the Service in an excessive or inappropriate way or otherwise to burden the operation of the Service.  You acknowledge that we may revoke your right to access and use any part(s) of the Service at any time in our sole discretion.

7.  No Endorsement
Any User Contributions or other information obtainable via the Service are that of the respective owners and do not reflect the views of SoundBite.  SoundBite does not screen, review or monitor User Contributions in any way (although we reserve the right to do so and to block any User Contributions in our sole discretion).  As such, you acknowledge that you may be exposed to or receive inappropriate, offensive or illegal content.  Regardless of whether SoundBite screens, reviews, monitors or blocks User Contributions, SoundBite assumes no responsibility or liability for any User Contributions displayed or received through your use of the Service.

8.  Links to Other Web Sites
The Service contains links to third-party Web sites and other resources.  SoundBite assumes no responsibility or liability for the availability or content of these outside sites and resources, including any products or services which may be available from such sites and resources.  Therefore, any concerns a user may have regarding any other site should be directed to the relevant site administrator or webmaster.

9.  Compliance with Laws
You agree to comply with all applicable U.S. and international laws, statutes, ordinances and regulations, including those relating to the Internet, data, email and privacy.

10.  Changes to these Terms of Use
SoundBite reserves the right to change these Terms of Use at any time by updating this posting or otherwise providing notice on the Service.  Therefore, it is important that you review these Terms of Use regularly so you are aware of any changes. Your continued use of the Service following any change shall be deemed to be acceptance of any such change.  If you do not agree to any modification of these Terms of Use, you must immediately stop accessing or using the Service.

11.  Modifications to the Service
SoundBite reserves the right at any time to modify or suspend access to the Service (whether on a temporary or permanent basis) with or without notice.  SoundBite will not have any liability associated with exercising this right.

12.  User Disputes
You are responsible for any interactions with other users of the Service.  SoundBite has the option (but not the obligation) to participate in the resolution of such disputes.  SoundBite is not responsible for the conduct or activities of any user of the Service.

13.  Parental Supervision
The Service is intended for users who are 18 years of age or older.  As SoundBite does not have any control over the User Contributions displayed on the Service, and does not obligate itself to monitor, screen, review and/or block Content, we recommend that a parent or guardian supervise the activities of any user under the age of 18.

14.  Termination
These Terms of Use are effective as of the date that you first access or use any part of the Service and shall remain in full force and effect for as long as you are permitted access to the Service.

You may terminate or suspend your access to any part(s) of the Service upon request to SoundBite, which shall be effective when SoundBite terminates or suspends such access. Your access to any or all parts of the Service may be suspended or terminated by SoundBite at any time with immediate effect in the event of any violation of these Terms of Use or any other terms or conditions applicable to the Service or otherwise in SoundBite's sole discretion.  Following any such termination, you agree to immediately stop accessing and/or using the Service.

The applicable sections of these Terms of Use shall survive termination, including but not limited to, those concerning intellectual property rights, disclaimers of warranty, and limitations and exclusions of liability.

15.  Force Majeure

Neither party shall be responsible for any failure to perform its obligations under these Terms of Use (other than obligations to pay money) caused by an event beyond its reasonable control, including but not limited to, wars, riots, labor strikes, natural disasters, the infrastructure of the Internet (including acts or omissions of service providers), technical problems or malfunctions with networks, telephone lines, computer systems, or software, or any law, regulation, ordinance or other act or order of any court, government or governmental agency.

16.  Disclaimer of Warranty
SOUNDBITE (AND ITS THIRD-PARTY PROVIDERS) IS PROVIDING THE SERVICE AND IS MAKING USER CONTRIBUTIONS AVAILABLE THROUGH THE SERVICE ON AN "AS-IS, AS-AVAILABLE" BASIS AND MAKES NO WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER (INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NONINFRINGEMENT) WITH RESPECT TO (A) THE SERVICE, (B) ANY CONTENT, DATA, MATERIALS, PRODUCTS, MERCHANDISE, SOFTWARE, INFORMATION OR SERVICES PROVIDED BY OR THROUGH THE SERVICE OR THE INTERNET GENERALLY, (C) THE RESULTS OBTAINED FROM THE USE OF ANY SUCH CONTENT, DATA, MATERIALS, PRODUCTS, MERCHANDISE, SOFTWARE, INFORMATION OR SERVICES, OR (D) THE SECURITY OF ANY PERSONAL INFORMATION PROVIDED TO US BY YOU.  SOUNDBITE DISCLAIMS ANY WARRANTY THAT THE SERVICE OR ANY CONTENT OR INFORMATION AVAILABLE ON OR THROUGH THE SERVICE IS FREE FROM DEFECT, ERROR, OMISSION, VIRUS OR ANYTHING WHICH MAY CHANGE, ERASE, ADD TO OR DAMAGE YOUR SOFTWARE, DATA OR EQUIPMENT.  YOU ACKNOWLEDGE THAT ANY VIEWING OR DOWNLOADING OF ANY CONTENT OR OTHER MATERIAL FROM OR THROUGH THE SERVICE IS DONE AT ENTIRELY AT YOUR OWN RISK.

17.  Limitation of Liability
IN NO EVENT SHALL SOUNDBITE (OR ANY OF ITS THIRD-PARTY PROVIDERS) HAVE ANY LIABILITY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, DIRECT OR INDIRECT DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES RELATING TO LOSS OF BUSINESS, PROFITS, GOODWILL, DATA, PROGRAMS OR INFORMATION, AND THE LIKE) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICE OR ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, NEGLIGENCE OR OTHER TORT), EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE CAUSE OF ACTION UNDER WHICH SUCH DAMAGES ARE SOUGHT.  SPECIFICALLY, SOUNDBITE SHALL HAVE NO LIABILITY FOR DAMAGES RESULTING FROM (A) INACCURACIES, ERRORS OR OMISSIONS IN OR ON THE SERVICE OR ANY CONTENT, OR IN ANY PRODUCTS, MERCHANDISE, SOFTWARE, INFORMATION OR SERVICES PROVIDED ON OR THROUGH THE SERVICE OR DOWNLOADED FROM THE SERVICE OR ACCESSED ON THE INTERNET FROM THE SERVICE, (B) UNAUTHORIZED USE OF ANY PERSONAL INFORMATION PROVIDED TO US BY YOU, OR (C) ANY VIRUSES, SOFTWARE BUGS OR SIMILAR MECHANISMS.  BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.  IN SUCH STATES, SOUNDBITE'S LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

18.  Indemnification
You agree to indemnify and defend SoundBite from and against all claims, losses, expenses, damages, liabilities, expenses and costs, including reasonable attorneys' fees, resulting from (a) any violation of these Terms of Use, (b) any violation of the rights of a third party, and (c) any use of the Service or User Contributions or other information on the Site.  SoundBite reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification hereunder.  In any event, no settlement which affects the rights or obligations of SoundBite may be made without SoundBite's prior written approval.

19.  Miscellaneous
SoundBite may provide notices under these Terms of Use via email or by displaying a notice (or a link to a notice) on the Service.  SoundBite's failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right.  These Terms of Use, the relationship between a user and SoundBite resulting from these Terms of Use, and the resolution of any dispute arising out of that relationship shall all be governed and construed in accordance with the laws of the Commonwealth of Massachusetts, without reference to its conflicts of laws.  Users agree that any legal action or proceeding between a user and SoundBite, for any purpose concerning this Agreement or any obligations hereunder, shall be brought exclusively in a federal or state court of competent jurisdiction sitting in Massachusetts. Any claim arising out of these Terms of Use or the Service must be brought within one (1) year of the date on which the claim arose.

SoundBite Communications UK, is a wholly-owned subsidiary of SoundBite Communications, Inc.
Company No 7240110 in England and Wales.
VAT No 2015923111403A

Address of registration:
Standard House
Weyside Park
Catteshall Lane
Godalming
Surrey GU7 1XE