Terms of Use

Terms of Use

Last Updated: October 28, 2016

Terms and Conditions of Use
PLEASE READ THE FOLLOWING TERMS AND CONDITIONS OF USE ("Terms of Use") CAREFULLY BEFORE USING THIS WEBSITE (the "Site"). These Terms of Use govern your use of the Site, and by using the Site, you agree to the Terms of Use. If you do not agree to these Terms of Use, you may not use this Site. ONvocal ("ONvocal") reserves the right, at any time, to modify, alter, or update these Terms of Use. By using the Site and thereby accepting the Terms of Use, you agree to be bound by such modifications, alterations, or updates of the Terms of Use. 

Privacy & Security
Please review our Privacy Policy, which is incorporated into these Terms of Use and also governs your use of the Site. To the extent there is a conflict between the terms of the Privacy Policy and these Terms of Use, the Terms of Use govern. 

Information security is important to ONvocal. We have established appropriate physical, electronic and managerial safeguards to protect the information that we collect from or about our users. ONvocal does, however, reserve the right at all times to disclose any information as ONvocal deems necessary to satisfy any applicable law, regulation, legal process or governmental request. 

General
The information contained in the Site, including but not limited to the Terms of Use that govern the use of the Site, is subject to change without notice. Your use of the Site following any such change constitutes your agreement to follow and be bound by the Terms of Use as changed. 

Intellectual Property Rights
All of the content, arrangement and layout of the Site, including but not limited to, any trademarks, service marks, product names, package designs, text, art work, graphics, images, buttons, screenshots, music, digitally downloadable files, and other content or copyrightable material, and the compilation of the foregoing (collectively, the "Content") are the sole and exclusive property of ONvocal. All other trademarks, product names and company names or logos used on the Site are the property of their respective owners. Any use of the Content without the prior written permission of ONvocal is strictly prohibited and may violate civil or criminal laws, including but not limited to, copyright laws, trademark laws, and the laws of privacy and publicity.

User-Generated Content
The Site may now or in the future permit the submission of content such as comments and product reviews ("User Content") by you and other users and the hosting, sharing and/or publishing of such User Content. You agree and acknowledge that without regard to whether such content is published, ONvocal does not guarantee any confidentiality with respect to any such submissions.

You shall be solely responsible for your own User Content and the consequences of posting or publishing them. You represent and warrant that: (i) your User Content does not violate any copyright, trademark, trade secret, patent or other intellectual property right, or any right of privacy or publicity of any third party, or any applicable law, rule or regulation, or any of the Posting Rules; (ii) you own or have the necessary licenses, rights, consents, and permissions to use and authorize ONvocal to post, publish, reproduce, display and otherwise exercise all rights in your User Content, including, but not limited to, the written consent, release, and/or permission of each and every identifiable individual person featured or referenced in the User Content to use their name, voice, likeness or any other applicable personal rights of any kind.

ONvocal takes no responsibility and assumes no liability for any User Content posted or otherwise submitted to us. Any material, information or idea you submit or post on the Site will be considered non-confidential and non-proprietary. ONvocal may publish or otherwise use your name and User Content for any purpose whatsoever without your consent.

As between you and ONvocal, you shall retain all of your ownership rights in and to your User Content. However, by submitting User Content to ONvocal, you hereby grant ONvocal a perpetual, worldwide, non-exclusive, irrevocable, royalty-free, sublicensable (through multiple tiers) and transferable license to use, reproduce, distribute, edit, modify, translate, reformat, prepare derivative works based upon, display publicly, perform publicly and otherwise exploit (including but not limited to over the Internet, broadcast television or any other uses or media) your User Content, in whole or in part, including future rights that ONvocal (or its successor) may otherwise become entitled to that do not yet exist, as well as new uses, media, means and forms of exploitation throughout the universe exploiting current or future technology yet to be developed to the maximum extent permitted by applicable law. You also hereby grant each user of the Site a non-exclusive license to access your User Content through the Site, and to use, access, watch, reproduce, distribute, transmit, forward, display and perform such User Content in whole or in part, to the extent permitted by the Site under these Terms of Use. ONvocal will have the right to refuse, remove or delete any User Content that it reasonably considers to violate these Terms of Use or to otherwise be illegal or objectionable. 

Acceptable Use Policy
With respect to any submitted User Content, you agree not to: (i) submit any content that is copyrighted, protected by trade secret or otherwise subject to any third party intellectual property rights or proprietary rights, including any privacy and publicity rights, unless you are the owner of such rights or have permission from the rightful owner of such rights to post such content and to grant ONvocal all of the license rights and other rights granted herein; (ii) upload, post, e-mail or otherwise transmit any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; (iii) use the Site to harm minors in any way; (iv) impersonate any person or entity, including but not limited to, a representative of ONvocal, or falsely state or otherwise misrepresent your affiliation with a person or entity; (v) forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted to or through the Site; (vi) upload, post, e-mail or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail", "spam", "chain letters", "pyramid schemes" or any other form of solicitation; (vii) upload, post, e-mail or otherwise transmit any content that contains computer 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; (viii) intentionally or unintentionally violate any applicable local, state, national or international law, including but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including, without limitation, the New York Stock Exchange, the American Stock Exchange or NASDAQ, and any regulations having the force of law; and (ix) collect or store personal data about other users.

You will not use the Site or any of the information contained on the Site in any way that is unlawful or harms ONvocal or any user of ONvocal. You may not use the Site in any manner that could overburden, or impair any website owned or operated by ONvocal (or the networks or systems connected to any such websites). You may not use any device, software or instrumentality to interfere with the proper working of the Site or disobey any requirements, procedures, policies or regulations of networks connected to the Site. You shall not violate or attempt to violate the security of the Site. Violations of system or network security may result in civil or criminal liability. ONvocal reserves the right to investigate occurrences which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who have participated in such violations.

ONvocal does not endorse any User Content or any opinion, recommendation, or advice expressed therein, and ONvocal expressly disclaims any and all liability in connection with User Content. ONvocal reserves the right, at its sole discretion, but is not obligated, to monitor any and all User Content, messages, postings, or other content sent to the Site, and reserves the right to remove, modify, delete or to refuse to post any User Content or anything else that ONvocal in its sole discretion views to be in violation of these Posting Rules, the law, or is otherwise inappropriate. ONvocal may also terminate a user's access or account for uploading material in violation of these posting rules or the terms at any time, without prior notice and at its sole discretion. In addition, you agree that you will not email any of your User Content or links to your User Content to individuals with whom you are not acquainted. 

Notifications of Copyright Infringement
ONvocal recognizes and respects the intellectual property of others, and we ask our users to do the same. It is our policy, in appropriate circumstances and at our discretion, to disable and/or terminate the accounts of users of the Site who may infringe or repeatedly infringe the copyrights or other intellectual property rights of ONvocal and/or others.
If you are a copyright owner or an agent thereof and believe that any of the content of the Site infringes upon your copyrights, you may submit a notification of claimed infringement under the Digital Millennium Copyright Act ("DMCA") by providing written notice to our designated copyright agent ("Designated Copyright Agent") containing the following information:

A physical or electronic signature of a person authorized to act on behalf of the owner of a copyright that is allegedly infringed;

Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;

Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit us to locate the material;

Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail address;

A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

The Designated Copyright Representative for notice of claims of copyright infringement can be reached as follows:

104 Otis Street
Northborough, MA 01532
Attn: ONvocal Designated Copyright Representative

Tel: 1-508-393-1800
E-mail: onvocal@onvocal.com

Please send DMCA notices to our Designated Copyright Representative. You acknowledge that if you fail to comply with all of the above requirements of this Section, your DMCA notice may not be valid. 

Order Acceptance
The receipt of an order number or an email order confirmation does not constitute the acceptance of an order or a confirmation of an offer to sell. ONvocal reserves the right, without prior notification, to limit the order quantity on any item and/or to refuse service to any customer. Verification of information may be required prior to the acceptance of any order. Prices and availability of products on the Site are subject to change without notice. Errors will be corrected when discovered, and ONvocal reserves the right to revoke any stated offer and to correct any errors, inaccuracies, or omissions (including after an order has been submitted). Certain orders constitute improper use of the Site. ONvocal reserves the right, at its sole discretion, to refuse or cancel any order for any reason. Your account may also be restricted or terminated for any reason at the sole discretion of ONvocal. 

Communications
With respect to all communications made to ONvocal, including but not limited to feedback, questions, comments, suggestions and the like: (i) you shall have no right to confidentiality in your communications and ONvocal shall have no obligation to protect your communications from disclosure; (ii) ONvocal shall be free to reproduce, use, disclose and distribute your communications to others without limitation; and (iii) ONvocal shall be free to use any ideas, concepts, know-how, content or techniques contained in your communications for any purpose whatsoever, including, but not limited to, the development, production and marketing of products and services that incorporate such information.

Indemnity
You agree to indemnify and hold ONvocal and its agents and licensors harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the Site, including any User Content you submit, post to or transmit through the Site, your violation of these Terms of Use, or your violation of any rights of another user. 

Warranties and Disclaimers
ONvocal intends for the information and data contained in the Site or provided via other channels, including but not limited to phone and email, to be accurate and reliable; however, since the information and data have been compiled from a variety of sources, it is provided 'AS IS.' You expressly agree that your use of the Site and any information contained therein is at your sole risk. ONvocal EXPRESSLY DISCLAIMS ALL WARRANTIES AND/OR CONDITIONS, EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER RELATING TO OR REFERENCED BY THE SITE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY OR SATISFACTORY QUALITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

Limitation of Liability
IN NO EVENT SHALL ONvocal OR ITS OFFICERS, MANAGERS, MEMBERS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, DISTRIBUTORS, AFFILIATES OR THIRD PARTIES PROVIDING INFORMATION ON THIS SITE OR VIA OTHER CHANNELS, INCLUDING BUT NOT LIMITED TO PHONE AND EMAIL, BE LIABLE TO ANY USER OF THE SITE OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA OR LOSS OF USE) ARISING OUT OF THE USE OR INABILITY TO USE THE SITE OR ANY INFORMATION CONTAINED THEREIN, INCLUDING USER CONTENT, WHETHER BASED UPON WARRANTY, CONTRACT, TORT, OR OTHERWISE, EVEN IF ONvocal HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. You hereby acknowledge that the preceding paragraph shall apply to all content, merchandise and services available through the Site or other channels. Because some states do not allow the exclusion or limitation of liability for consequential or incidental damages, in such states liability is limited to the fullest extent permitted by law. 

Limited Time To Bring Your Claim
You and ONvocal agree that any cause of action arising out of or related to the Site or any information contained therein must be commenced within one (1) year after the cause of action arose or be permanently barred. 

Termination
You agree that ONvocal, in its sole discretion, may terminate your use of the Site and remove and discard your User Content if ONvocal believes that you have violated or acted inconsistently with the letter and spirit of these Terms of Use or for any other reason. ONvocal may also in its sole discretion and at any time discontinue providing the Site, or any part thereof, with or without notice. You agree that any termination of your access to the Site may be effected without prior notice, and acknowledge and agree that ONvocal may bar any further access to the Site. Further, you agree that ONvocal shall not be liable to you or any third-party for any termination of access to the Site. 

Violations
Please report any violations of these Terms of Use to the system administrator at: onvocal@onvocal.com

Right to Access
You affirm that you are over the age of 13. If you are under 13 years of age, you may not access or use the Site. By submitting User Content, you are affirming that you are 18 years of age or older, an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into and comply with these Terms of Use. 

General Information
This Site is operated by ONvocal from its offices in Saugus, Massachusetts, USA. The laws of the Commonwealth of Massachusetts shall govern these Terms of Use, without reference to its choice of laws rules. You and ONvocal hereby consent to the exclusive jurisdiction and venue of the State and Federal courts for Essex County, Massachusetts, in all disputes arising out of or relating to these Terms of Use and the Site. No waiver of any provision or any breach of this Agreement shall constitute a waiver of any other provisions or any other or further breach. In the event that any provision of this Agreement shall be illegal or otherwise unenforceable, such provision shall be severed, and the balance of the Agreement shall continue in full force and effect.

This Site is intended for persons that reside within the United States of America. ONvocal makes no representations or warranties that the Site or any Content or offers provided herein are valid, appropriate or available for use outside of the United States. Those who access or use the Site from other jurisdictions do so on their own initiative and are responsible for compliance with applicable local laws.

These Terms of Use set forth the entire Agreement between you and ONvocal with respect to use of the Site, and supersede any prior agreements between you and ONvocal relating to such subject matter.

Use of this Site constitutes acceptance of our Terms of Use, including applicable limitations on liability and warranty disclaimers. 

Copyright 2016 by ONvocal, Inc. All rights reserved.