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CAREFULLY READ THESE RESOUND TERMS OF SERVICE. BY EXECUTING OR ACKNOWLEDGING RECEIPT OF THESE TERMS OF SERVICE, CLICKING “ACCEPT” OR “AGREE” (OR SIMILAR LANGUAGE) TO THE TERMS OF SERVICE WHEN MADE AVAILABLE TO YOU, OR ACCESSING AND USING THE RESOUND SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS OF SERVICE AND REPRESENT THAT YOU ARE DULY AUTHORIZED TO ACCEPT THESE TERMS OF SERVICE ON BEHALF OF YOURSELF, YOUR COMPANY OR OTHER ORGANIZATION RECEIVING THE RESOUND SERVICES, AS APPLICABLE. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, DO NOT ACCEPT, AGREE TO, ACCESS, OR OTHERWISE USE THE RESOUND SERVICES.
These Terms of Service govern your access to and use of www.resound.fm, the Resound mobile application, and your use of the Resound Services. These Terms of Service are by and between Resound, Corp. ("Resound"), and you, your organization or other legal entity (“you" or “your”) on whose behalf you are entering these Terms of Service. Capitalized terms not otherwise defined shall have the meanings ascribed to them in Section 16.
Resound hereby grants to you and your Authorized Users, a non-exclusive, non-transferable, non-sublicensable, limited right to access and use the Services for your internal business, subject to the terms of your Order and these Terms of Service. All rights not expressly granted to you are reserved to Resound.
In addition to any other limitations set forth in these Terms of Service and any Order, you agree not to (i) copy, download, modify or translate any software and/or database hosted as part of the Services in any manner not authorized by these Terms of Service; (ii) reverse engineer, decompile, or disassemble any software and/or database hosted as part of the Services, or otherwise attempt to discover the underlying source code of the Services; (iii) tamper with, bypass or alter the security features of the Services or any of the hosted infrastructure, (iv) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise provide any access to or use of the Services or any features or functionality of the Services to any person or entity other than your Authorized Users, or use the Services to run an outsourcing business; (v) use the Services in violation of any law, regulation, or rule including for any illegal, obscene or threatening purpose; and (vi) use the Services or its contents for purposes of competitive analysis, the development of a competing product or service, or any purpose that is detrimental to Resound or to its commercial disadvantage. You agree to promptly notify Resound if you become aware of, or suspect any unauthorized, access, use or misuse of the Resound Services.
3.1 Your Obligations. Only Authorized Users may use the Services, and solely for your internal business purposes. All use of the Services by your Authorized Users must comply with these Terms of Service. Your Authorized Users will be granted access to the Services through individual usernames and passwords. You will ensure that each Authorized User uses a unique username and password and that such usernames and passwords are not shared. You shall promptly notify Resound if any Authorized User’s username or password has been or is suspected of being lost, stolen, or compromised. You shall implement appropriate security measures to safeguard your Access Credentials and you are solely responsible for any and all activity that occurs in connection with your Access Credentials. You must maintain all hardware, software and network connectivity needed to connect to the Services.
3.2 Your Content. These Terms of Service govern Resound’s collection and usage of Your Content. You retain all ownership rights in Your Content that you upload or otherwise transmit to the Services. By submitting or transmitting Your Content to the Services, you grant Resound a worldwide, non-exclusive, transferable, royalty-free license, perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, translate, perform, and display such Content (a) to the extent reasonably required to provide the Services and/or (b) in an anonymized, de-identified or aggregated form for marketing, research, analytical purposes, and the purpose of licensing data to third parties solely for training machine learning models. Resound will ensure that any data shared with third parties are anonymized to remove any personally identifiable information, and the audio files will not be published or distributed in any form. Resound will also ensure that any third-party licensee of your audio files agrees to use the data in compliance with applicable laws and regulations, including those related to data privacy and protection. You agree that we may use Your Content in order to improve our algorithms and/or otherwise improve the Services (“Training Data”). By submitting or transmitting Your Content to the Services, you represent and warrant that you are the owner of, and have all necessary right and permissions in the Your Content to permit Resound to use the same in accordance with these Terms of Service without violating the rights of any third party. You agree not to use or permit use of the Services to display, store, process or transmit Your Content, if Your Content may (i) constitute an infringement of intellectual property or other proprietary rights, or (ii) violate privacy rights, or any other applicable laws, ordinances or regulations. If Resound receives information that you are in violation of any of the foregoing restrictions, Resound reserves the right, but has no obligation, to take remedial action, including the removal or disablement of access to the Services. Resound shall have no liability to you in the event that Resound takes such action. Resound shall implement and maintain appropriate technical, physical and organizational controls to secure the Services and to protect the security, confidentiality and integrity of Your Content.
4.1 Free Services. Resound may make Services available to you specifying that the Services are provided free of charge, on a trial basis, and/or to be used at your own risk (“Free Services”). Notwithstanding any other provision of these Terms of Service, you acknowledge and agree that: (i) Free Services are made available without any support, maintenance, warranty, commitment to availability, security, or accuracy, or other related obligation of any kind under these Terms of Service, unless otherwise required by applicable law; (ii) Free Services may not include or allow access to all features and functionality available to paying customers; (iii) Resound may terminate the use of a Free Services at any time, unless otherwise specified in writing, and Resound will not be liable for such termination; and (iv) data, information, and content submitted to the Free Services, including but not limited to Your Content, may be permanently lost, and Resound will not be liable for such loss.
4.2 Professional Services. Resound may agree to provide you Professional Services, subject to these Terms of Service.
4.3 Additional Terms. Additional terms and conditions (the “Additional Terms”) may apply to specific products, services or features made available by Resound on or through the Services. The Additional Terms (as applicable) are hereby incorporated by this reference into these Terms of Service. In the event of a conflict between any Additional Terms and these Terms of Service, the Additional Terms shall prevail.
5.1 Fees and Payment. To the extent the Services or any portion thereof is made available for any fee, you will be required to select a payment plan in your Order and provide Resound information regarding your credit card or other payment instrument. You represent and warrant to Resound that such information is true and that you are authorized to use the payment instrument. You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. You agree to pay Resound the amount that is specified in the payment plan (as well as any applicable taxes) in accordance with the terms of such plan and these Terms of Service. You hereby authorize Resound to bill your payment instrument in accordance with the terms of the applicable payment plan (as well as any applicable taxes) until you deactivate your subscription, and you further agree to pay any charges so incurred. If you dispute any charges, you must provide written notice to Resound within fourteen (14) days after the date that Resound charges you.
5.2 Price Changes. Resound reserves the right to change the price of your subscription-based Services at any time upon thirty (30) days’ notice to you. If you disagree with the change in price for the subscription-based Services, then you may terminate such subscription-based Services via your account settings at any time prior to the change in price becoming effective. Your continued use of the Services after the price change becomes effective constitutes your agreement to pay the changed amount. If your subscription is annual, the price change will become effective upon renewal.
5.3 Recurring Subscriptions. All subscription-based Services automatically renew according to the subscription plan (e.g., monthly or annually). You authorize Resound to maintain your account information and charge that account automatically upon the renewal of the Services you choose with no further action required by you. In the event that Resound is unable to charge your account as authorized by you when you enrolled in the Services, Resound, may, in its sole discretion: (i) bill you for the Services and suspend your access to the Services until payment is received, and/or (ii) seek to update your account information through third party sources (i.e., your bank or a payment processor) to continue charging your account as authorized by you.
5.4 No Refunds. Payments are nonrefundable and there are no refunds or credits for partially used periods. You may cancel the Services at any time, but if you cancel your Services before the end of your Term, Resound will not refund any fees already paid to Resound for the cancelled Services. Following any cancellation, however, you will continue to have access to the Services through the end of the Term.
5.5 Invoices. Resound will charge you fees for the Services in advance of providing the Services, as set forth in the applicable Order. Resound will charge you for Professional Service on a time and materials basis monthly in arrears unless otherwise set forth in the applicable Order. Payment is due within thirty (30) days of receipt of the applicable invoice. Resound may suspend the Services or terminate these Terms of Service for non-payment by you as set forth in Section 6.2. You will pay a late fee equal to one-and-one-half percent (1.5%) per month or the maximum amount allowed by law, if less, on all past due amounts. You are also liable for all costs of collection incurred by Resound for past due sums, including without limitation, collection agency fees, reasonable attorneys’ fees and court costs.
5.6 Taxes and Other Charges. All amounts payable by you are exclusive of applicable taxes and duties, including VAT and applicable sales tax. You shall be responsible for and shall pay all such taxes and indemnify Resound from any liability thereon. If you are legally entitled to an exemption from any sales, use, or similar transaction tax, you are responsible for providing Resound with legally sufficient tax exemption certificates for each taxing jurisdiction. If any deduction or withholding is required by law, you will notify Resound and will pay Resound any additional amounts necessary to ensure that the net amount of payment that Resound receives, after any deduction and withholding, equals the amount of payment Resound would have received if no deduction or withholding had been required. In no event shall you be responsible for any state or federal income tax incurred by Resound, due to relationship with you.
6.1 Term. You may terminate these Terms of Service at any time by providing at least thirty (30) days’ prior written notice of termination to Resound. Unless earlier terminated pursuant to Section 5.2, 5.3 or this Section 6, each Order will remain in effect for the duration of the term specified in the applicable Order for the Services, including any renewals.
6.2 Termination or Suspension by Renew. Resound may, at its option, terminate these Terms of Service for cause or suspend the Services if: (i) Resound reasonably believes that the Services are being used in violation of law or the terms of these Terms of Service; (ii) your use of the Services interferes with the normal operations of the Services or other customer’s use of the same; (iii) there is an attack on the Services or your server(s), your server is accessed or manipulated by a third party without your consent, or there is another event for which Resound reasonably believes suspension of the Services is necessary to protect the Resound network or Resound's other customers; (iv) your payment of any invoiced amount is overdue and you fail to pay the overdue amount within ten (10) days of Resound's written notice; (v) you breach any obligation relating to Resound's (or its suppliers’) intellectual property rights; or (vi) you materially fail to comply with any other provision of these Terms of Service and do not remedy that failure within fifteen (15) days of Resound's notice to you describing the failure in reasonable detail. Resound will endeavor to give you advance notice of pending suspension or termination, unless Resound determines, in Resound's reasonable commercial judgment, that a suspension on no or shorter notice is necessary to protect Resound, its customers, or others.
6.3 Effect of Termination. Termination of these Terms of Service will not relieve a party from any accrued payment obligations. Resound will not be liable to you for any claims or damages of any kind arising out of termination of these Terms of Service or suspension of Services in accordance with this Section 6.
Each party, as a recipient (“Recipient”), agrees to use the disclosing party’s (“Discloser”) Confidential Information solely for the purposes of performing its obligations or exercising its rights under these Terms of Service. Recipient will not disclose Discloser’s Confidential Information to any third party other than its Authorized Recipients. Recipient shall use commercially reasonable standards to protect the Confidential Information from disclosure using equal measures as it uses to protect its own Confidential Information of a similar nature. The obligations set forth in this Section 7 shall survive until three (3) years from the termination or expiration of these Terms of Service except with regard to trade secret information which shall be protected for the statutory period. Except as otherwise set forth in these Terms of Service each party shall use commercially reasonable efforts to return to destroy all Confidential Information in accordance with Section 7 upon termination. Notwithstanding, Recipient will not be obligated to render unrecoverable Confidential Information of the Discloser that is contained in an archived computer system backup made in accordance with the Recipient’s legal and financial compliance obligations or security and disaster recovery procedure. Any such retained Confidential Information will remain subject to this Section 7 (Confidentiality).
8.1 The Services are owned by Resound (and its licensors) and are protected by applicable intellectual property laws and regulations, including United States and international copyright laws. Nothing herein shall operate to transfer or convey to you any rights in any Resound Services. As between the parties hereto, Resound retains all right, title and interest in and to the Resound Services and any derivative works that are created and/or developed based, in whole or in part, on access to and use of the Resound Services. Similarly, you retain all right, title and interest in and to Your Content. To the extent you provide Resound with any feedback, best practices, templates, systems, ideas, or technical improvement suggestions about the Resound Services (“Feedback”), you acknowledge and agree that Resound will be the owner of all such Feedback and may use and incorporate the Feedback into the Resound Services without compensation or attribution to you. Further, you acknowledge and agree that Resound shall own all right, title and interest in and to Usage Data. Resound uses Usage Data to improve the Resound Services, analyzing trends, market research, development of other products and technologies, and/or other business purposes. Except in relation to the provision of the Services to you, any use of Usage Data will be masked or aggregated by Resound so that you and your Authorized Users are not identified as the original provider of such data.
8.2 All trademarks on or related to the Resound Services are the sole and exclusive property of Resound and are protected by US and international trademark laws. Nothing in these Terms of Service shall give you any right, title, or interest in or to Resound’s trademarks, nor give you any right to use Resound’s trademarks for any purpose without the prior written approval of Resound. You agree that you will do nothing inconsistent with Resound’s ownership of its trademarks and will not register, nor attempt to register, any trade name or trademark which, in whole or in part, incorporates or is confusingly similar to any of Resound’s trademarks.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, RESOUND DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES, DUTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, RELIABILITY OR AVAILABILITY, ACCURACY OR COMPLETENESS, WORKMANLIKE EFFORT, LACK OF VIRUSES, AND LACK OF NEGLIGENCE. RESOUND DOES NOT REPRESENT THAT THE RESOUND SERVICES WILL BE COMPLETELY SECURE OR WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF, OR ACCESS TO, THE RESOUND SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE RESOUND SERVICES WILL BE CORRECTED. RESOUND MAKES NO WARRANTY THAT (I) THE RESOUND SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTIONS, OR (II) THAT YOU WILL OBTAIN ANY SPECIFIC RESULTS OR PERFFORMANCE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL RESOUND BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR OTHER DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST BUSINESS OR LOST CONTENT, RELATING TO THE RESOUND SERVICES OR THE PROVISION OR FAILURE TO PROVIDE THE RESOUND SERVICES OR SUPPORT THEREFOR, WHETHER OR NOT DUE TO RESOUND’S NEGLIGENCE. RESOUND’S TOTAL, AGGREGATE LIABILITY FOR ANY DAMAGES OR CLAIMS ARISING UNDER THIS AGREEMENT OR RELATED TO THE RESOUND SERVICES SHALL IN NO EVENT EXCEED THE AMOUNT PAID BY YOU FOR THE RESOUND SERVICES UNDER THE APPLICABLE ORDER IN THE TWELVE (12) MONTH PERIOD BEFORE THE CLAIM AROSE. THE FOREGOING LIMITATIONS AND DISCLAIMERS APPLY TO DAMAGES HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY (WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
11.1 By Resound. Resound will indemnify, defend and hold you and your Authorized Users harmless against any losses, damages, expenses or liabilities arising from claims that your use of the Resound Services infringes or misappropriates the intellectual property rights of a third party; provided that, Resound shall not be required to indemnify you to the extent that the claim was caused by or related to Your Content, your use of the Resound Services in violation of these Terms of Service, or due to your unauthorized modifications or combinations of the Resound Services with and into other technologies or services without Resound’s written consent. If Resound is obligated to indemnify you under this Section 11 or if it reasonably believes it may have liability under this Section 11, Resound may, in addition to its other obligations hereunder: (i) obtain for you the right to continue using the Resound Services on a non-infringing basis; or (ii) modify the Resound Services so they are no longer infringing but of equivalent or better functionality, performance and interoperability. If neither of the foregoing options are commercially feasible, Resound may discontinue the provisioning of the Resound Services; provided that, it will issue you a pro rata refund or credit for the Resound Services for any unused prepaid fees.
11.2 By You. You will indemnify, defend and hold Resound harmless against any losses, damages, expenses or liabilities arising from your or your Authorized User’s use of the Resound Services, including without limitation, the violation of these Terms of Service, or Your Content.
11.3 Process. A party seeking indemnity (an indemnified party) must give the indemnifying party prompt written notice of any claim for indemnification under this Section 11; provided that, the failure or delay in doing so will not excuse an indemnifying party of its indemnification obligations except to the extent its ability to defend the claim is materially prejudiced by such failure or delay. An indemnified party shall thereafter have the sole right to control the investigation, defense, and settlement of the claim at its sole cost and expense, provided that any settlement unconditionally releases the indemnified party of all liability and does not make any admissions on behalf of the indemnified party or include payment of any amounts by the indemnified party. An indemnified party may retain counsel to represent it on a non-controlling basis at its own cost and expense. An indemnified party shall reasonably cooperate with the indemnifying party in the investigation, trial and defense of such claim and any appeal arising therefrom at the indemnifying party’s expense.
If the Services contain links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. Resound has no control over the contents of those sites or resources and accepts no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to these Services, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
You agree to abide by and to conform to any and all export regulations in force during these Terms of Service that are applicable to you or the Services provided, including but not limited to any export rules and regulations of the United States of America. You understand that these regulations may prohibit the export or re-export of Documentation, and any information or technical data related to the Services. The Services and the underlying information and technology may not be accessed, downloaded, or otherwise exported or re-exported (i) into (or to a national or resident of) Cuba, Libya, North Korea, Iran, Sudan, Syria or any other country to which the U.S. has embargoed goods; or (ii) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders.
Resound reserves the right to change or modify the terms of these Terms of Service upon written notice to you. All such changes shall be effective immediately; provided, however, for existing customers, such modified Terms of Service, unless otherwise stated, shall be effective upon the later of (i) upon the renewal of the subscription term for any subscription-based Services or (ii) thirty (30) days after posting with respect to all other Services. If any changes to these Terms of Service are unacceptable to you, you may terminate your Order by providing ten (10) days’ written notice of termination to Resound, delivered at any time within thirty (30) days of the effective date of the change. Continued use of the Services following the effective date of any changes constitutes your acceptance of the changes but does not affect the foregoing right of termination. For purpose of this Section 14, the posting of an updated copy of these Terms of Service to the Services shall constitute written notice of the change(s) to these Terms of Service.
15.1 Notices. Except as otherwise provided herein, notices under these Terms of Service by You to Resound will be deemed to be sufficiently given, effective on the date received, when delivered personally or by overnight express, or nationally recognized courier services, or three (3) business days after mailing when sent by certified or registered mail, postage prepaid to P.O. Box 558, Pewee Valley, KY 40056, or such other updated address that is provided to you from time to time. You consent to receive from Resound all communications including notices, agreements, legally required disclosures, or other information in connection with the Services electronically. Resound may provide such notices by posting them on the Services or at the email address you provided to Resound. If you desire to withdraw your consent to receive notices electronically, you must discontinue your use of the Services.
15.2 Assignment. You may not assign these Terms of Service or the rights granted hereunder without Resound’s prior written consent. Any purported assignment or delegation in violation of this Section will be null and void.
15.3 Governing Law; Jurisdiction; Dispute Resolution. These Terms of Service shall be governed by the laws of the Commonwealth of Kentucky without reference to its conflicts of law principles or your state or country of residence. Each party hereby consents to the exclusive personal jurisdiction and venue of the federal and state courts located in Jefferson County, Commonwealth of Kentucky, United States of America, and you consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum. You agree you may only bring claims against Resound related to your use of the Services on an individual basis and not as a plaintiff or class member in any purported class or representative action or proceeding. The parties expressly exclude the United Nations Convention on Contracts for the International Sale of Goods from application to these Terms of Service. You agree that any claim arising out of or related to these Terms of Service must be brought within one (1) year after the date it first accrued. If any action, suit, or legal or administrative proceeding is instituted or commenced by either party hereto against the other party arising out of or related to these Terms of Service, the prevailing party shall be entitled to recover its reasonable attorneys' fees and court costs from the non-prevailing party.
15.4 Injunctive Relief. Each party acknowledges that a breach by a party of Section 7 (Confidentiality) or Section 8 (Intellectual Property Rights), may cause the non-breaching party irreparable damages, for which an award of damages would not be adequate compensation and agrees that, in the event of such breach or threatened breach, the non-breaching party will be entitled to seek equitable relief, including a restraining order, injunctive relief, specific performance, and any other relief that may be available from any court, in addition to any other remedy to which the non-breaching party may be entitled at law or in equity. Such remedies shall not be deemed to be exclusive but shall be in addition to all other remedies available at law or in equity, subject to any express exclusions or limitations in these Terms of Service to the contrary.
15.5 Third-Party Software. Portions of the Services may utilize or include third party software, open source software, and other copyrighted material. Information for such third party or open source software will be available via a link accessible within the Services. Use of such third party or open source software is governed exclusively by their respective terms and not by these Terms of Service.
15.6 Miscellaneous. The Order together with these Terms of Service and any other terms and conditions incorporated into these Terms of Service by reference constitutes the complete agreement between Resound and you regarding the Resound Services and supersedes all previous communications between the parties relating to the subject matter herein. If any part of these Terms of Service is found unenforceable by a court of competent jurisdiction, such provision(s) will be ineffective to the extent of the court’s ruling and the remainder of these Terms of Service will remain in full force and effect. Resound’s failure to enforce any rights hereunder, irrespective of the length of time for which such failure continues, shall not constitute a waiver of those or any other rights. The waiver by a party of any breach of any provision of these Terms of Service will not operate or be construed as a waiver of any subsequent breach. Except for payment obligations, neither party shall be held responsible for any delay or failure in its performance to the extent that such delay or failure is caused by causes beyond its reasonable control. The parties' relationship is that of independent contractors. Neither party is an agent for the other, nor does either party have the right to bind the other to any agreement with a third party. The captions used in these Terms of Service are for convenience only and are not binding.
Terms not otherwise defined herein shall have the following meanings:
“Access Credentials” means the user identification name and password and/or other access keys or controls for the Services.
“Authorized Users” means individuals authorized by you to use the Services solely on your behalf, which may include, employees, temporary employees, and contractors but no other third parties without Resound’s prior written consent.
“Authorized Recipients” are a party’s and its affiliates’ officers, employees, agents and consultants who require access to Confidential Information for the purpose set forth in these Terms of Service and who are bound by confidentiality obligations at least as stringent as those set forth herein.
“Confidential Information” refers to any proprietary information, software, personal information, data or know-how of the Discloser that is disclosed under these Terms of Service which is marked as confidential, or which a reasonable person would understand to be confidential based on the context of the disclosure or the nature of the information. For purposes of clarification, the Services and Documentation shall be Resound’s Confidential Information and Your Content shall be your Confidential Information except to the extent included in Usage Data. Confidential Information does not include information which the Recipient may demonstrate through written evidence: (i) was already known to the Recipient prior to the time that it was disclosed by the Discloser; (ii) is or has entered the public domain through no breach of these Terms of Service by Recipient; (iii) has rightfully been received by Recipient from a third party without any breach of these Terms of Service; (iv) was approved for release by the written consent of the Discloser; (v) was independently developed by the Recipient without use of the Discloser’s Confidential Information; or (vi) was required to be disclosed pursuant to the order of a court or governmental agency of competent jurisdiction provided that the Discloser has, if permitted by law, been given reasonable notice of the order and the opportunity to contest the disclosure and any such disclosure is limited strictly to the Confidential Information which is the subject of such order.
“Documentation” means user manuals, online help files, technical manuals, and other materials published by Resound which describe the Services and its uses, features, specifications, and/or technical requirements.
“Order” means the Resound Services that you subscribe to or purchase from Resound, whether via the Resound website or separate ordering document.
“Professional Services” means implementation, configuration, integration, training, advisory, engineering, and other professional services related to the Services that are specified in an Order or statement of work.
“Resound Services” means the Services, Professional Services, and any other online service provided or controlled by Resound for use with the Services.
“Services” means the podcast editing subscription software services provided to you pursuant to an Order and these Terms of Service.
“Term” means the period of authorized access and use of Services and/or Professional Services as set forth in an Order.
“Usage Data” means data and information related to your use of the Services and that is used by Resound in an aggregate and anonymized manner, including to compile statistical and performance information for the provision and operation of the Services. Usage Data includes, but is not limited to, Training Data.
“Your Content” means any information, data, content, videos, music, sound, photos, graphics, code, or other materials, transmitted or otherwise submitted to the Services by you or your Authorized Users, including information necessary to set-up your account.
