Terms of Service

The following terms and conditions (the “Agreement”) govern all use of the www.Cloud Dictation.com website (the “Site”) and the products and services available at the Site (taken together with the Site, the “Service”). In this Agreement, “You” or “Your” means the person accepting this Agreement and the company (if any) on whose behalf he/she is acting, and “We,” “Us,” “Our,” or “Cloud Dictation” means Cloud Dictation, Inc. By using or accessing any part of the Service, You agree that You are at least eighteen (18) years old and have read, understand, and agree to be bound by all of these terms and conditions. If You do not agree to all of these terms and conditions, You must not use or access the Service. If You are entering into this Agreement on behalf of a company, You represent that You have the authority to bind that company to the terms of this Agreement. We reserve the right, in Our sole discretion, to modify or replace any of the terms or conditions of this Agreement at any time. Your continued use of the Service following the posting of any changes to this Agreement constitutes Your acceptance of those changes and You are responsible for reviewing those terms as We notify You about them. Some products or services that become available at the Site may be subject to additional or different terms and conditions, and if those additional terms and conditions conflict with this Agreement, those additional terms and conditions will control.

2. Do You Have to Pay to Use the Service?

As part of Your use of the Service, You may choose to purchase some for-fee services. We offer features paid for on an as-used basis or subscription basis (a “Premium Service”). If You choose to purchase any Premium Services, You are responsible for paying the applicable prices for each Premium Service.

What Are the Fees for using Cloud Dictation?

The published fees for the Service may be found on the Pricing Details page. We may offer alternative fee structures, discounts, coupons or incentives, at our sole discretion and for any reason, and we are under no obligation to offer such alternatives to all users. The actual price you will pay for any Premium Services shall be the price listed in the Billing section of your account or by other agreement.

What is a “User/Author” and Are There Limits on How Your “User/Author” Can Use the Service?

A “User/Author” is the individual who will be provided voice capture services or the person who will be responsible for creating dictations. You acknowledge that from time to time Cloud Dictation can/will/must redefine “User/Author” based on a particular customer need(s) and is not required to provide all customers with the same “User/Author” definition.

Traditional “User/Author” may access and use the Service for an unlimited amount of time each Month subject to Usage charges.

Billing is accrued each Month based on your account type and will be posted in the Billing section of your account. You will be billed by the second.

What are Cloud Dictation’s Payment Policies?

You will not, nor permit anyone else to, directly or indirectly: (i) reverse engineer, disassemble, decompile or otherwise attempt to discover the source code or underlying algorithms of all or any part of the Service (except that this restriction will not apply to the limited extent Your local law prohibits restrictions on reverse engineering); (ii) modify or create derivatives of any part of the Service; (iii) rent, lease, or use the Service for timesharing or service bureau purposes, or otherwise use the Service for any commercial purpose; or (iv) remove or obscure any proprietary notices on the Service. Cloud Dictation (and not You) owns all title, ownership rights, and intellectual property rights in and to the Service, and any copies or portions thereof.

You will not use any “deep-link”, “page-scrape,” “robot,” “spider,” or other automatic device, program, algorithm or methodology, or any similar manual process, to access, acquire, copy or monitor any portion of the Service or any Content (as that term is defined in Section 4 below), or in any way reproduce or circumvent the navigational structure or presentation of the Service or any Content, to obtain or attempt to obtain (through any means) any materials, documents or information that are not purposely made available as part of the Service.

You will not attempt to gain unauthorized access to any portion or feature of the Service, or any other systems or networks connected to the Service or to any Cloud Dictation server, or to any of the services offered on or through the Service, by hacking, password “mining,” or any other illegitimate means.

You will not probe, scan or test the vulnerability of the Service or any network connected to the Service, and You will not breach the security or authentication measures on the Service or any network connected to the Service.

You will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Service or Cloud Dictation’s systems or networks, or any systems or networks connected to the Service or to Cloud Dictation.

You will not use any device, software or routine to interfere or attempt to interfere with the proper working of the Service or any transaction being conducted on the Service, or with any other person’s use of the Service.

You will not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmission You send to Cloud Dictation on or through the Service. You will not, in connection with the Service, pretend (e.g., through impersonation) that You are any other individual or entity.

You will not use the Service or any Content for any purpose or in any manner that is unlawful (including, without limitation, in any manner which violates the export or trade controls of the U.S. or any other country) or prohibited by this Agreement, or which infringes the rights of Cloud Dictation or others.

Your use of the Service is subject to all applicable local, state, national and international laws and regulations. Without limitation, you represent and warrant and agree to not use the Service to upload, post, transmit, share, store or otherwise make available:

• any content or Item that victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
• any unsolicited or unauthorized advertising, solicitations, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any similar form of solicitation;
• any unauthorized private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers;
• any content or Item that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
• any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
• any content or Item that is illegal under or otherwise violates or fails to comply with any local, state, national or international law or would constitute, encourage or provide instructions for a criminal offense, or violate the rights of any party (including without limitation rights of privacy and publicity);
• any content or Item that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as private information, inside information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); or
• any content that, in our sole judgment, may expose Cloud Dictation or its users to any harm or liability of any type.

4. Who Owns the Content You Access on the Service? What About Rights to Use Each Other’s Names and Logos?

You agree that all content (including without limitation text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, software, forum postings, and video) and materials (collectively, “Content”) delivered via the Service or otherwise made available by Cloud Dictation at the Site are the exclusive property of Cloud Dictation and are protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. Content does not include Your User Data (as defined above), which is Your property. Except as expressly authorized by Cloud Dictation in writing, You agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from such materials or content. However, You may print or download a reasonable number of copies of the Content on the Site for Your own informational purposes; provided, that You retain all copyright and other proprietary notices contained in that Content. Reproducing, copying or distributing any Content for any other purpose is strictly prohibited without the express prior written permission of Cloud Dictation. You may also use the Cloud Dictation name and/or logo, solely in accordance with Cloud Dictation’s Trademark Guidelines; provided, however, Cloud Dictation can revoke that privilege at any time.

You hereby consent that, if You choose to become a paying customer of Cloud Dictation, Cloud Dictation may identify You as a Cloud Dictation customer (using Your name and logo) and generally describe the products or services it provides to You in its promotional materials, presentations, and proposals to other current and prospective customers.

Third Party Services, Other Websites and Content

You understand and agree that your use of the Service may involve the creation or use of Content that may be governed by the Terms of Service of third party websites (e.g. – Twitter or Facebook). You hereby agree to review and comply with the Terms of Service of third-party websites used by the Service. You agree to indemnify Cloud Dictation for any losses, costs, expenses or damages incurred by Cloud Dictation due to your violation of a third party’s Terms of Service. The Service may contain (or you may access through the Service) pages, web feeds, streams, widgets and other content from other websites (“Third Party Services”) which may contain articles, photographs, text, graphics, pictures, designs, music, sound, video, information, software and other content belonging to or originating from third parties (the “Third Party Content”). Third Party Services and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Services accessed through the Service or any Third Party Content linked or posted through the Service, including without limitation the content, accuracy, offensiveness, opinions, reliability, legality, or policies of or contained in the Third Party Services or the Third Party Content. Inclusion of or linking to any Third Party Service or any Third Party Content does not imply approval or endorsement of the Third Party Service by us. If you decide to access any Third Party Services, you do so at your own risk and you should be aware that our terms and policies may no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any Third Party Services which you utilize or to which you navigate.

6. How does Cloud Dictation Treat Information We Collect From You?

Cloud Dictation’s current privacy policy (the “Privacy Policy”) is available at the Site, and is hereby incorporated into this Agreement by this reference. Cloud Dictation strongly recommends that You review the Privacy Policy closely.

8. What Other Legal Terms Apply to the Service?

Indemnification: You are responsible for all User Data, and for Your activity in connection with the Service. You shall indemnify and hold harmless Cloud Dictation (and its affiliates), and each of its (and its affiliates) respective employees, contractors, directors, suppliers and representatives from all liabilities, losses, claims, and expenses, including reasonable attorneys' fees, that arise from (i) Your use or misuse of the Service; (ii) Your access of or to any part of the Service; (iii) any User Data; or (iv) Your violation of this Agreement or any additional terms You agree to with Cloud Dictation.

Warranty Disclaimer: The Service (including, without limitation, the Site and any software Cloud Dictation may provide to You) is provided on an "AS IS" basis, without warranties of any kind, either express or implied, including, without limitation, implied warranties of title, merchantability, fitness for a particular purpose or non-infringement. Neither Cloud Dictation nor Cloud Dictation’s vendors makes any warranty that (i) the Service is free of viruses or other harmful components; (ii) the Service will be error-free or uninterrupted (including, without limitation, interruptions that occur in the context of regularly scheduled maintenance); (iii) any information or advice obtained by You in connection with the Service will be accurate or complete; or (iv) the results of using the Service will meet Your requirements.

Limitation of Liability: In no event shall Cloud Dictation or its vendors be liable under contract, tort, strict liability, negligence or any other legal theory with respect to the Service (or any content or information available through the Service): (i) for any lost profits or special, indirect, incidental, punitive, or consequential damages of any kind whatsoever, even if foreseeable, (ii) for any bugs, viruses, trojan horses, or the like (regardless of the source), (iii) for any errors or omissions in, or for any loss or damage of any kind incurred as a result of Your use of, any Content or other information posted, emailed, transmitted or otherwise made available at or through the Service, or (iv) for any direct damages in excess of (in the aggregate) $1.00 (U.S.), or, if You have purchased one or more Subscription(s), in excess of (in the aggregate) the fees paid or payable by You for such Subscription(s) for the one (1) month period preceding the claim that led to such damages. In addition, Cloud Dictation shall not be liable for any loss or liability resulting, directly or indirectly, from Your inability to access or otherwise use the Site or Service (including, without limitation, any delays or interruptions due to electronic or mechanical equipment failures, denial of service attacks, data processing failures, telecommunications or Internet problems or utility failures). The foregoing limitations shall not apply to the extent that they are prohibited by Your local applicable law.

Other terms: This Agreement is void where prohibited by law, and Your right to access the Service is revoked in such jurisdictions. You certify that You are legally permitted to use the Service, and You take full responsibility for Your selection and use of the Service. The failure of either party to exercise (in any respect) any right provided for under this Agreement shall not be deemed a waiver of any further rights hereunder. Cloud Dictation shall not be liable for any failure to perform its obligations under this Agreement where such failure results from any cause beyond Cloud Dictation’s reasonable control (including, without limitation, mechanical, electronic or communications failure or degradation, including "line-noise" interference). If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sub-licensable by You except with Cloud Dictation’s prior written consent. Cloud Dictation may transfer, assign or delegate this Agreement and its rights and obligations without consent. This Agreement shall be governed by the internal laws of the State of California, and the parties submit to the exclusive jurisdiction and venue of the state and Federal courts located in San Francisco, California. Notwithstanding the foregoing sentence, (but without limiting either party’s right to seek injunctive or other equitable relief immediately, at any time, in any court of competent jurisdiction), any disputes arising with respect to this Agreement shall be settled by arbitration in accordance with the rules and procedures of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”). The arbitrator shall be selected by joint agreement of the parties. In the event the parties cannot agree on an arbitrator within thirty (30) days of the initiating party providing the other party with written notice that it plans to seek arbitration, the parties shall each select an arbitrator affiliated with JAMS, which arbitrators shall jointly select a third such arbitrator to resolve the dispute. The written decision of the arbitrator shall be final and binding on the parties and enforceable in any court. The arbitration proceeding shall take place in San Francisco, California, using the English language. Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and You do not have any authority of any kind to bind Cloud Dictation in any respect whatsoever. Headings for each section have been included above for Your convenience, but such headings don’t have any legal meaning, and may not accurately reflect the provisions they precede.

Effective: Jan 1, 2011