Effective date: March 16, 2016
Please read these Terms of Service ("Terms", "Terms of Service") carefully before using the http://www.hue.cubic.ai website and/or Mobile Application(s) ("Services, Product") operated by Cubic Robotics, Inc. ("Cubic.ai", "us", "we", or "our"). Your access to and use of the Services is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others ("End User") who access or use the Services. By accessing or using the Services you agree to be bound by these Terms. If you disagree with any part of the terms then you may not access the Services.
Use of the Services In order to use the Services, you may be required to sign up for an account, provide a verifiable email address, provide your name. You represent and warrant that you are of legal age to form a binding contract (or if not, you've received your parent's or guardian's permission to use the Services and gotten your parent or guardian to agree to these Terms on your behalf). If you're agreeing to these Terms on behalf of an organization or entity, you represent and warrant that you are authorized to agree to these Terms on that organization or entity's behalf and bind them to these Terms.
You will only use the Services for your personal, non-commercial use, and only in a manner that complies with all laws that apply to you. If your use of the Services is prohibited by applicable laws, then you aren't authorized to use the Services. We can't and won't be responsible for your using the Services in a way that breaks the law. As part of using the Services, you may create connections between various physical devices, third party services, and the Services. You acknowledge and agree that you will not connect any physical devices or third party services to the Services (or otherwise use the Services) in a manner that could be dangerous to you or to others, or which could cause damage to or loss of any property (whether real, personal, tangible or intangible).
Your use of the Services is subject to the following additional restrictions: You represent, warrant, and agree that you will not use the Services or interact with the Services in a manner that: a Infringes or violates the intellectual property rights or any other rights of anyone else (including Cubic.ai); b Violates any law or regulation; c Is harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable; d Attempts, in any manner, to obtain the password, account, or other security information from any other user; e Violates the security of any computer network, or cracks any passwords, or security encryption codes; f Decompiles, reverse engineers, or otherwise attempts to obtain the source code of the Services.
Intellectual Property The materials displayed or performed on the Services are protected by copyright and other intellectual property laws. You acknowledge that all intellectual property rights, including without limitation copyrights, patents, trademarks, and trade secrets, in the Services are owned by Cubic.ai or its affiliates or licensors. Your possession, access, and use of the Services do not transfer to you or any third party any rights, title, or interest in or to such intellectual property rights. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any content you access through the Services. You understand that Cubic.ai owns the Services. You won't modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works based on, or otherwise exploit any of the Services.
License Grants We grant you a limited, revocable, non-transferable, non-exclusive license, without the right to sublicense, to install and use the Mobile Application on any mobile device that you own or control solely: (a) for your personal use; and (b) as permitted by these Terms. These Terms will also govern any software updates and/or upgrades provided by us that replace or supplement the original version of Mobile Application you download, unless such updates and/or upgrades are accompanied by a separate license, in which case the terms of that license will govern. The Mobile Application may contain open source software components, each of which has its own copyright notice requirements and own applicable license conditions. These components are subject to the terms of third party open source licenses and are not governed by these Terms.
Cubic.ai is a licensee of Nuance Communication, Inc., ("Nuance"). Nuance provides us with services that transcribe short message dictation and free form search requests, and synthesizes text-to-speech request ("the Nuance Service") and the Nuance Mobile Speech Platform SDK software, and an Access Method, which provides access to the Service, in executable code form, including, but not limited to all corrections, modifications, enhancements, or Updates ("the Nuance Software"). Cubic.ai (or our Reseller) grants to End User a non-exclusive, non-transferable right and license to use the Nuance Software, as incorporated in to the Cubic.ai Product, for the sole and limited purpose of accessing the Nuance Service. PROPRIETARY RIGHTS; RESTRICTIONS. End User acknowledges that Cubic.ai and its licensors retain all right, title and interest in and to the original, and any copies, of Nuance Software which is incorporated into the Cubic.ai Product, and to the Nuance Service. Without limiting the generality of the foregoing, End User agrees not to: (a) submit any automated or recorded queries to the Nuance Service unless otherwise approved in writing by Cubic.ai and its licensors; (b) use the Nuance Service for commercial use; (c) access the Nuance Service with software or means other than the Nuance Software; (d) copy, reproduce, distribute, or in any other manner duplicate the Nuance Software, in whole or in part; (e) sell, lease, license, sublicense, distribute, assign, transfer or otherwise grant any rights in the Nuance Software or Nuance Service, in whole or in part; (f) modify, port, translate, or create derivative works of the Nuance Software; (g) decompile, disassemble, reverse engineer or otherwise attempt to derive, reconstruct, identify or discover any source code, underlying ideas, or algorithms, of the Nuance Software or Nuance Service by any means; (h) remove any proprietary notices, labels or marks from the Nuance Software; (i) use the Nuance Service for purposes of comparison with or benchmarking against products or services made available by third parties; or (j) knowingly take any action that would cause any Cubic.ai Product or Nuance Software to be placed in the public domain. The Nuance Software and Service may contain a copy of the Speex codec in executable form. End User acknowledge that use of the Speex codec is subject to the conditions and disclaimers listed in revised BSD license found at http://www.xiph.org/licenses/bsd/speex/. 2002-2003, Jean-Marc Valin/Xiph.Org Foundation. LIMITATION OF LIABILITY. CUBIC.AI AND ITS LICENSORS TOTAL LIABILITY TO END USER FOR ANY CLAIM ARISING UNDER THIS AGREEMENT OROTHERWISE ARISING FROM THE TRANSACTIONS CONTEMPLATED HEREIN, REGARDLESS OF THE FORM OF ACTION WILL NOT EXCEED AGGREGATE FEES ACTUALLY PAID TO CUBIC.AI DURING THE ONE YEAR PERIOD PRECEDING SUCH CLAIM. CONSEQUENTIAL DAMAGE. IN NO EVENT SHALL CUBIC.AI OR ITS LICENSORS BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OR REVENUES AND LOSS OF PROFITS, EVEN IF LICENSEE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 5 TRADEMARKS Third-party trademarks, trade names, product names and logos (the Trademarks) contained in or used by the Software, Access Methods, or Service are the trademarks or registered trademarks of their respective owners, and the use of such Trademarks shall inure to the benefit of the trademark owner. The use of such Trademarks is intended to denote interoperability and does not constitute: (i) an affiliation by LICENSEE and its licensors with such company, or (ii) an endorsement or approval of such company of LICENSEE and its licensors and its products or services. 6 SPEECH DATA (a) SPEECH DATA. As part of the Service, LICENSEE and/or its licensors collects and uses Speech Data, as defined below, to tune, enhance and improve the speech recognition and other components of the Service, and other services and products. In accepting the terms and conditions of this Agreement, End User acknowledge, consent and agree that LICENSEE and/or its licensors may collect the Speech Data as part of the Service and that such information shall only be used by LICENSEE and/or its licensors or third parties acting under the direction of LICENSEE and/or its licensors, pursuant to confidentiality agreements, to tune, enhance and improve the speech recognition and other components of the Service, and other services and products. LICENSEE and/or its licensors will not use the information elements in any Speech Data for any purpose except as set forth above. Speech Data means the audio files, associated transcriptions and log files provided by End User hereunder or generated in connection with the Service. (b) Any and all information that End User provide will remain confidential and may be disclosed by LICENSEE and its licensors, if so required, to meet legal or regulatory requirements, such as under a court order or to a government institution if required or authorized by law, or in the event of a sale, merger or acquisition to another entity by LICENSEE or its licensors.
Links To Other Web Sites Our Services may contain links to third party web sites or services that are not owned or controlled by Cubic.ai. Cubic.ai has no control over, and assumes no responsibility for the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that Cubic.ai shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web sites or services. We strongly advise you to read the terms and conditions and privacy policies of any third party web sites or services that you visit.
Warranty Disclaimer Cubic.ai does not make any representations or warranties concerning any products, software, services, information or content contained in or accessing through the Services, and we will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services. We make no representations or warranties regarding suggestions or recommendations of services or products that might be offered or purchased through the Services. Products and services that might be purchased or offered through the Services are provided "AS IS" and without any warranty of any kind from Cubic.ai or others, unless a separate written warranty is provided expressly and unambiguously for a specific product or service (and if such a warranty is provided, it will apply only to such specific product or service, and not to the Services generally). THE SERVICES (AND ALL PRODUCTS, SOFTWARE, SERVICES, INFORMATION AND CONTENT) ARE PROVIDED ON AN "AS-IS" BASIS, WITHOUT WARRANTIES OR ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE FOREGOING WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Limitation of Liability TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL CUBIC.AI BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR FAILURE OR MALFUNCTION OF ANY DEVICE CONNECTED TO THE SERVICES, OR (B) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) $100 OR (II) THE AMOUNTS PAID BY YOU TO CUBIC.AI IN CONNECTION WITH THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM, OR (C) ANY MATTER BEYOND OUR REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.
Risk of Loss YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES (INCLUDING, WITHOUT LIMITATION, USING THE SERVICES TO SECURE OR OTHERWISE CONTROL ACCESS TO ANY REAL OR PERSONAL PROPERTY) IS SOLELY AT YOUR OWN RISK, AND THAT YOU ACCEPT RESPONSIBILITY FOR ALL LOSSES, DAMAGES AND EXPENSES ARISING OUT OF SUCH USE. CUBIC.AI IS NOT AN INSURER. YOU ARE RESPONSIBLE FOR MAINTAINING INSURANCE COVERING ALL LOSS, DAMAGE OR EXPENSE, WHETHER FOR PROPERTY DAMAGE, PERSONAL INJURY (INCLUDING DEATH), ECONOMIC LOSSES OR ANY OTHER FORM OF LOSS, DAMAGE OR EXPENSE ARISING OUT OF OR FROM (I) THESE TERMS, OR (II) THE SERVICES.
Indemnity You agree to indemnify and hold Cubic.ai, its affiliates, officers, agents, employees, and partners harmless for and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys' fees) arising from or in any way related to any third party claims relating to (a) your use of the Services (including any actions taken by a third party using your account), and (b) your violation of these Terms.
Assignment You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Cubic.ai’s prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.
Termination We may terminate or suspend access to our Services immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach the Terms. All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Governing Law and Dispute Resolution These Terms, and any claim, dispute, action, cause of action, issue, or request for relief arising out of or relating to these Terms or your use of the Services shall be governed by the laws of the State of California without giving effect to any conflict of laws principles that may provide the application of the law of another jurisdiction. Any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, shall be finally settled in San Francisco County, California, in English, in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. ("JAMS") then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the Arbitration Rules and Procedures of JAMS. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction. Notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction.
Changes We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will bring it to your attention by placing a notice on the Services and/or by sending you an email. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our Services after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, please stop using the Services.
Miscellaneous Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Services, and supersede and replace any prior agreements we might have between us regarding the Services.
Contact Us If you have any questions about these Terms, please contact us at firstname.lastname@example.org.