Terms and Conditions

Please carefully read the following Terms of Use before using BeSpeak iPhone Application (the "Application").

By downloading, installing or using this Application, you agree to be bound by these Terms of Use. These Terms of Use may be updated from time to time. Accordingly, you should check the date of the Terms of Use (which appear at the end of this document) and review any changes since the last version. If at any time you do not agree to these Terms of Use, please do not use this Application.

This Application is operated by BeSpeak Incorporated ("BeSpeak"). Throughout the application, the terms "we", "us" and "our" refer to BeSpeak. BeSpeak offers this Application, including all information, tools and services available from this application, to you, the user, conditioned upon your acceptance of all the terms, conditions, policies and notices stated here. Your continued use of this application constitutes your agreement to these Terms of Use.

Accuracy, Completeness and Timeliness of Information on This Application

We are not responsible if information made available on this application is not accurate, complete or current. The material on this application is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information.

Any reliance on the material on this application is at your own risk. This application may contain certain historical information. Historical information necessarily is not current and is provided for your reference only. We reserve the right to modify the contents of this application at any time, but we have no obligation to update any information on the application. You agree that it is your responsibility to monitor changes to the application.

Copyright

All content on this application (including, without limitation, text, design, graphics, logos, icons, images, audio clips, downloads, interfaces, code and software, as well as the selection and arrangement thereof), is the exclusive property of and owned by BeSpeak, its licensors or its content providers and is protected by US and international copyright, trademark and other applicable laws.

You may access, copy, download and print the material contained on the application for your personal and non-commercial use, provided you do not modify or delete any copyright, trademark or other proprietary notice that appears on the material you access, copy, download or print. Any other use of content on the application, including but not limited to the modification, distribution, transmission, performance, broadcast, publication, uploading, licensing, reverse engineering, transfer or sale of, or the creation of derivative works from, any material, information, software, products or services obtained from the application, or use of the application for purposes competitive to BeSpeak, is expressly prohibited.

BeSpeak reserves the right to refuse or cancel any persons registration for this application, remove any person from this application or prohibit any person from using this application for any reason whatsoever. BeSpeak, or its licensors or content providers, retain full and complete title to the material provided on the application, including all associated intellectual property rights, and provide this material to you under a license that is revocable at any time in BeSpeak’s sole discretion. BeSpeak neither warrants nor represents that your use of materials on this application will not infringe rights of third parties not affiliated with BeSpeak.

You may not use contact information provided on the application for unauthorized purposes, including marketing. You may not use any hardware or software intended to damage or interfere with the proper working of the application or to surreptitiously intercept any system, data or personal information from the application. You agree not to interrupt or attempt to interrupt the operation of the application in any way. BeSpeak reserves the right, in its sole discretion, to limit or terminate your access to or use of the application at any time without notice. You are personally liable for any orders that you place or charges or other liabilities that you incur prior to termination. Termination of your access or use will not waive or affect any other right or relief to which BeSpeak may be entitled, at law or in equity.

Material You Submit

You acknowledge that you are responsible for any material you may submit via the application, including the legality, reliability, appropriateness, originality and copyright of any such material. You may not upload to, distribute or otherwise publish through this application any content that (i) is false, fraudulent, libelous, defamatory, obscene, threatening, invasive of privacy or publicity rights, infringing on intellectual property rights, abusive, illegal or otherwise objectionable; (ii) may constitute or encourage a criminal offense, violate the rights of any party or otherwise give rise to liability or violate any law; or (iii) may contain software viruses, political campaigning, chain letters, mass mailings, or any form of ‘spam’. You may not use a false email address or other identifying information, impersonate any person or entity or otherwise mislead as to the origin of any content. You may not upload commercial content onto the application.

If you do submit material, and unless we indicate otherwise, you grant BeSpeak and its affiliates a nonexclusive, royalty-free, perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute and display such material throughout the world in any media. You grant BeSpeak and its affiliates the right to use the name you submit in connection with such material, if they so choose. All personal information provided via this application will be handled in accordance with the application’s online Privacy Notice. You represent and warrant that you own or otherwise control all the rights to the content you post; that the content is accurate; that use of the content you supply does not violate any provision herein and will not cause injury to any person or entity; and that you will indemnify BeSpeak for all claims resulting from content you supply.

Conduct on the Application

Some features that may be available on this application require registration. By registering at and in consideration of your use of the application you agree to provide true, accurate, current and complete information about yourself.

You or third parties acting on your behalf are not allowed to frame this application or use our proprietary marks as meta tags, without our written consent. These marks include, but are not limited to “BeSpeak”. You may not use frames or utilize framing techniques or technology to enclose any content included on the application without BeSpeak’s express written consent. Further, you may not utilize any application content in any meta tags or any other "hidden text" techniques or technologies without BeSpeak’s express written consent.

Links

This application may contain links to web sites, some of which are operated by BeSpeak or its affiliates and others of which are operated by third parties. These links are provided as a convenience to you and as an additional avenue of access to the information contained therein. We have not necessarily reviewed all the information on those other applications and are not responsible for the content of those or any other applications or any products or services that may be offered through those or any other applications. Inclusion of links to other applications should not be viewed as an endorsement of the content of linked applications. Different terms and conditions may apply to your use of any linked applications. BeSpeak is not responsible for any losses, damages or other liabilities incurred as a result of your use of any linked applications.

Responsibility for Access Charges

The Application may cause your mobile digital device to use wireless airtime and wireless data services or to access the Internet through a wireless network. Your wireless carrier or Internet service provider may charge fees for such use. Your wireless carrier and your Internet service provider are solely responsible for the quality of service provided. Under no circumstances will BeSpeak be responsible for fees that your wireless carrier or Internet service provider may charge to you.

Trademarks and Copyrights

Trademarks, logos and service marks displayed on this application are registered and unregistered trademarks of BeSpeak Incorporated, their licensors or content providers, or other third parties. All of these trademarks, logos and service marks are the property of their respective owners. Nothing on this application shall be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark, logo or service mark displayed on the application without the owner’s prior written permission, except as otherwise described herein. BeSpeak reserves all rights not expressly granted in and to the application and its content. This application and all of its content, including but not limited to text, design, graphics, interfaces and code, and the selection and arrangement thereof, is protected as a compilation under the copyright laws of the United States and other countries. iPhone is a trademark of Apple Inc.

DISCLAIMERS

YOUR USE OF THIS APPLICATION IS AT YOUR SOLE RISK. THE APPLICATION IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE RESERVE THE RIGHT TO RESTRICT OR TERMINATE YOUR ACCESS TO THE APPLICATION OR ANY FEATURE OR PART THEREOF AT ANY TIME. BESPEAK EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES THAT MATERIALS ON THE APPLICATION ARE NONINFRINGING, AS WELL AS WARRANTIES IMPLIED FROM A COURSE OF PERFORMANCE OR COURSE OF DEALING; THAT ACCESS TO THE APPLICATION WILL BE UNINTERRUPTED OR ERROR-FREE; THAT THE APPLICATION WILL BE SECURE; THAT THE APPLICATION OR THE SERVER THAT MAKES THE APPLICATION AVAILABLE WILL BE VIRUS-FREE; OR THAT INFORMATION ON THE APPLICATION WILL BE COMPLETE, ACCURATE OR TIMELY. IF YOU DOWNLOAD ANY MATERIALS FROM THIS APPLICATION, YOU DO SO AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIALS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BESPEAK OR THROUGH OR FROM THE APPLICATION SHALL CREATE ANY WARRANTY OF ANY KIND. BESPEAK DOES NOT MAKE ANY WARRANTIES OR REPRESENTATIONS REGARDING THE USE OF THE MATERIALS ON THIS APPLICATION IN TERMS OF THEIR COMPLETENESS, CORRECTNESS, ACCURACY, ADEQUACY, USEFULNESS, TIMELINESS, RELIABILITY OR OTHERWISE.
IN CERTAIN JURISDICTIONS, THE LAW MAY NOT PERMIT THE DISCLAIMER OF WARRANTIES, SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY

YOU ACKNOWLEDGE AND AGREE THAT YOU ASSUME FULL RESPONSIBILITY FOR YOUR USE OF THE APPLICATION. YOU ACKNOWLEDGE AND AGREE THAT ANY INFORMATION YOU SEND OR RECEIVE DURING YOUR USE OF THE APPLICATION MAY NOT BE SECURE AND MAY BE INTERCEPTED BY UNAUTHORIZED PARTIES. YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE APPLICATION IS AT YOUR OWN RISK AND THAT THE APPLICATION IS MADE AVAILABLE TO YOU AT NO CHARGE. RECOGNIZING SUCH, YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER BESPEAK NOR ITS AFFILIATES, SUPPLIERS OR THIRD PARTY CONTENT PROVIDERS WILL BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THE APPLICATION, OR ANY OTHER APPLICATION YOU ACCESS THROUGH A LINK FROM THIS APPLICATION OR FROM ANY ACTIONS WE TAKE OR FAIL TO TAKE AS A RESULT OF COMMUNICATIONS YOU SEND TO US, OR THE DELAY OR INABILITY TO USE THE APPLICATION, OR FOR ANY INFORMATION, PRODUCTS OR SERVICES ADVERTISED IN OR OBTAINED THROUGH THE APPLICATION, BESPEAK’S REMOVAL OR DELETION OF ANY MATERIALS SUBMITTED OR POSTED ON ITS APPLICATION, OR OTHERWISE ARISING OUT OF THE USE OF THE APPLICATION, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF BESPEAK, ITS AFFILIATES OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THIS DISCLAIMER APPLIES, WITHOUT LIMITATION, TO ANY DAMAGES OR INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECTS, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUSES, FILE CORRUPTION, COMMUNICATION-LINE FAILURE, NETWORK OR SYSTEM OUTAGE, YOUR LOSS OF PROFITS, OR THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, LOSS OR USE OF ANY RECORD OR DATA, AND ANY OTHER TANGIBLE OR INTANGIBLE LOSS. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NEITHER BESPEAK NOR ITS SUPPLIERS SHALL BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER OF THE APPLICATION. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY OF THE ABOVE CLAIMS OR ANY DISPUTE WITH BESPEAK IS TO DISCONTINUE YOUR USE OF THE APPLICATION. YOU AND BESPEAK AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE APPLICATION MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OR THE CAUSE OF ACTION IS PERMANENTLY BARRED. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, OR THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, ALL OR A PORTION OF THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

Indemnification

You agree to indemnify, defend and hold harmless BeSpeak and its affiliates and their officers, directors, employees, contractors, agents, licensors, service providers, subcontractors and suppliers from and against any and all losses, liabilities, expenses, damages and costs, including reasonable attorneys’ fees and court costs, arising or resulting from your use of the application and any violation of these Terms of Use. If you cause a technical disruption of the application or the systems transmitting the application to you or others, you agree to be responsible for any and all losses, liabilities, expenses, damages and costs, including reasonable attorneys’ fees and court costs, arising or resulting from that disruption. BeSpeak reserves the right, at its own expense, to assume exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with BeSpeak in the defense of such matter.

Jurisdiction and Applicable Law

The laws of the State of New York govern these Terms of Use and your use of the application, and you irrevocably consent to the jurisdiction of the courts located in the County of New York for any action arising out of or relating to these Terms of Use. We recognize that it is possible for you to obtain access to this application from any jurisdiction in the world, but we have no practical ability to prevent such access. This application has been designed to comply with the laws of the State of New York and of the United States. If any material on this application, or your use of the application, is contrary to the laws of the place where you are when you access it, the application is not intended for you, and we ask you not to use the application. You are responsible for informing yourself of the laws of your jurisdiction and complying with them.

Changes to These Terms of Use

We reserve the right, in our sole discretion, to change these Terms of Use at any time by posting revised terms on the application. It is your responsibility to check periodically for any changes we may make to these Terms of Use. Your continued use of this application following the posting of changes to these Terms of Use or other policies means you accept the changes.
In the event we make material changes to the Terms of Use, notice of these changes will be posted on the homepage of this Application and the revised Terms of Use will take effect thirty days after their publication on this application.

Entire Agreement and Admissibility

This agreement and any policies or operating rules posted on this application constitute the entire agreement and understanding between you and BeSpeak with respect to the subject matter thereof and supersede all prior or contemporaneous communications and proposals, whether oral or written, between the parties with respect to such subject matter. A printed version of these Terms of Use shall be admissible in judicial or administrative proceedings based on or relating to use of the application to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Severability

If any provision of this agreement is unlawful, void or unenforceable, the remaining provisions of the agreement will remain in place.

How to Contact Us

If you have any questions or comments about these Terms of Use or this application, please contact us by email at: info@bespeak.com.

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