AnswerStage Terms of Service
AnswerStage is provided by Delphi Forums LLC (“AnswerStage”, “Delphi Forums” or, “us”, “our”, “we”) for you to create quality videos using our app, website, platform, and related services (the “Services”).
CUSTOMER’S RIGHT TO USE THE SERVICES IS EXPRESSLY CONDITIONED ON ACCEPTANCE OF THESE TERMS. BY CLICKING ON THE “ACCEPT” BUTTON AND/OR USING THE SERVICES, YOU ARE UNCONDITIONALLY CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THE TERMS OF THIS AGREEMENT. IF YOU ARE ACCESSING THE SERVICES ON BEHALF OF YOUR EMPLOYER OR ANOTHER ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO AGREE TO THESE TERMS ON ITS BEHALF. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE SERVICES.
1. Your Registration and User Account
a) Use of your account is expressly limited to you. Your account may not be transferred or shared with any other party, temporarily or permanently.
b) The Services are available only to individuals who are at least 13 years old. If Customer is an individual, Customer represents and warrants that Customer is at least 13 years old.
c) You agree to bear sole responsibility for all use of your account and for the confidentiality of your password. To protect your privacy, AnswerStage may suspend access or change access to your account immediately upon discovery that your account has been accessed by another person, or upon notification by you that your password has been lost, stolen or otherwise compromised.
d) You agree to provide an accurate email address. AnswerStage may, at its sole discretion, suspend any account that is found to contain an invalid email address.
e) AnswerStage sends email communications and app alerts to each member from time to time.
If you have reason to believe that your account is no longer secure (for example, in the event of a loss, theft or unauthorized disclosure or use of your ID, password or any credit, debit or charge card number stored on the Service), you must promptly change your password. You may also notify AnswerStage of the problem by giving notice via e-mail to firstname.lastname@example.org.
- “Confidential Information” means all trade secrets, know-how, inventions, developments, software and other financial, business or technical information disclosed by or for a party in relation to this Agreement, but not including any information the receiving party can demonstrate is (a) already rightfully known by it without restriction, (b) rightfully furnished to it by a third party without restriction and without breach of any obligation to the disclosing party, (c) generally available to the public without breach of this Agreement or (d) independently developed by it without reliance on the Confidential Information of the disclosing party. All pricing information is AnswerStage’s Confidential Information.
- “Content” means all text, software, scripts, graphics, photos, sounds, music, videos, audiovisual combinations, interactive features and other materials that may be viewed on, accessed through, or contributed to the Services.
- “Customer Content” means Content contributed to the Services by Customer.
- “Customer Data” means all Customer registration information and other transaction data collected, processed and retained by AnswerStage in connection with providing the Services.
- “Services” means the services hosted by AnswerStage and provided to Customer under this Agreement.
- “Systems” means modems, servers, software, network and communications equipment and ancillary services that are owned, controlled or procured by Customer.
- “Updates” means any patch, revision or update to the Services delivered by AnswerStage.
Subject to all terms and conditions of this Agreement, AnswerStage will use commercially reasonable efforts to provide the Services. AnswerStage may provide the Services to Customer directly, or indirectly using contractors or other third party vendors or service providers.
3.2 Bandwidth and Service Use
Use of the Services by Customer shall not unreasonably interfere with use of the Services by other AnswerStage customers. AnswerStage may, in its sole discretion, apply a bandwidth limit, throttling, or limit on total minutes or frequency of videos produced using the Service if such use of the service interferes with other Customers or causes excessive costs incurred by AnswerStage.
3.3 Security Measures.
Customer may only access the Services as AnswerStage instructs through a combination of one or more usernames and passwords.
Customer shall take full responsibility and liability for the security of each of its usernames and passwords, and shall be solely responsible for all use of the Services through such usernames or passwords. Customer agrees to immediately notify AnswerStage of any unauthorized use of the Services or any other breach of security known to Customer.
3.5 Prohibited Uses.
AnswerStage does not screen or edit videos or other content uploaded or produced using the Services, however, AnswerStage reserves the right to monitor said content and to remove any objectionable or inappropriate material at any time, in our sole discretion.
By way of example, and not as a limitation, You shall not upload, submit, distribute, facilitate any of the foregoing, or otherwise use the Services or interact with the Services in a manner that:
- infringes or violates the intellectual property rights or any other rights of any other person or entity (including AnswerStage);
- violates any law or regulation;
- is harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, pornographic, contains or depicts nudity, or otherwise objectionable, as determined by AnswerStage in its sole discretion;
- jeopardizes the security of your AnswerStage account or anyone else’s (such as allowing someone else to log in to the Services as you)
attempts, in any manner, to obtain the password, account, or other security information from any other user;
- violates the security of any computer network, or cracks any passwords or security encryption codes;
- runs Maillist, Listserv, any form of auto-responder or “spam” on the Services, or any processes that run or are activated while you are not logged into the Services, or that otherwise interfere with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure);
- “crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to the Services or Content (through use of manual or automated means);
- copies or stores any significant portion of the Content;|
- decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Services.
Additionally, You shall not (directly or indirectly) or permit any third party to: (a) use any of AnswerStage’s Confidential Information to create any software, documentation or service that is similar to the Services or any documentation provided in connection therewith; (e) modify, translate, or otherwise create derivative works of any part of the Services, (f) copy, license, sublicense, sell, resell, encumber, rent, lease, time-share, distribute, transfer or otherwise use or exploit or make available the Services in any service bureau arrangement or otherwise for the benefit of any third party without the prior written consent of AnswerStage. You shall abide by all applicable local, state, national and international laws and regulations, including, without limitation, any export control laws or regulations of the United States of America or any other relevant jurisdiction. Finally, you must be a human. Access to the Services by “bots” or other automated methods is not permitted.
3.6 Changes to Services.
AnswerStage reserves the right to modify or discontinue any Services or Plan (in whole or in part) at any time.
3.7 Changes to Terms.
AnswerStage may, at any time, modify any of the terms and conditions contained in this agreement by posting such changes on the AnswerStage web site. If you do not agree to the changes, your only remedy is to delete your AnswerStage account.
AnswerStage will not be responsible or liable for any failure in the Services including, but not limited to, failures attributed to (a) Customer’s Systems, (b) network, telecommunications or other service or equipment failures outside of AnswerStage’s facilities, (c) Customer’s or third party’s products, services, negligence, acts or omissions, (d) any force majeure or cause beyond AnswerStage’s reasonable control, (e) scheduled maintenance or (f) unauthorized access, breach of firewalls or other hacking by third parties.
4. Proprietary Rights
Except for Customer Content, AnswerStage (and its licensors) own all right, title and interest in and to the Services and all modifications, enhancements and Updates to the Services (including all intellectual property and proprietary rights embodied therein). AnswerStage reserves all rights not expressly granted hereunder. Customer shall not take any action inconsistent with such rights. Customer shall not alter, obscure or remove any printed or on-screen trademark, patent legend or other proprietary or legal notice.
4.2 Customer Content.
Customer owns all right, title and interest in and to the Customer Content. You hereby grant AnswerStage a royalty-free, fully paid-up, irrevocable, worldwide license to use the Customer Content as necessary to provide the Services to you. You are responsible for all Customer Content, and you represent and warrant you have all rights necessary to grant the rights in Customer Content set forth in this Agreement.
4.3 Customer Data.
As between the parties, Customer shall own all Customer Data. AnswerStage shall not disclose to third parties or use any Customer Data except as reasonably necessary to provide the Services or to comply with any legal, regulatory or similar requirement or investigation. Notwithstanding the foregoing, during and after the term of this Agreement, AnswerStage may use Customer Data, as combined with other AnswerStage customers’ data, to improve and/or market the Services. Customer hereby grants AnswerStage a nonexclusive and royalty-free right and license to use the Customer Data solely for the purposes described above. Customer agrees to create archival copies or backup copies of all Customer Data.
4.4 Indemnity and Limitation of Liability
You agree to indemnify and hold AnswerStage, its parents, subsidiaries, officers, employees, affiliates and consultants, harmless from any claims and expenses, including reasonable attorney’s fees, related to your violation of this Agreement, including any abusive or unlawful behavior on the part of you or your dependents, or the infringement of any intellectual property or privacy right of any person. You shall remain solely liable for the Content you upload or transmit to any part of the Service or third-party site. You agree to indemnify and hold harmless AnswerStage from any claim, action, demand, loss, expense or damages (including attorneys’ fees) made or incurred by any third party arising out of or relating to your conduct, your violation of these terms and conditions, or your violation of any rights of a third party.
Customer agrees to indemnify and hold AnswerStage harmless from all claims, damages, liabilities, losses, costs and expenses (including attorneys’ fees) (a) arising out of any use or disclosure of Customer Data or Customer Content in connection with the provision of Services, (b) to comply with any legal, regulatory or similar requirement or investigation, and (c) arising out of, relating to, or resulting from any third-party claim against AnswerStage from Customer’s failure to comply with any of its obligations under applicable Data Protection Laws.
The basic version of the AnswerStage app and Services is provided for free. Any Customer who optionally agrees to pay for customized or enhanced services, for example custom branding of the video elements, agrees to pay AnswerStage the fees, in the amounts and at the times specified in any paid Professional or Corporate Plan agreement.
6. Limited Warranty and Disclaimers.
EXCEPT AS SPECIFICALLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. ANSWERSTAGE DOES NOT WARRANT THAT THE SERVICES WILL MEET CUSTOMER’S REQUIREMENTS OR THAT THEIR OPERATION WILL BE UNINTERRUPTED OR ERROR-FREE. TO THE FULLEST EXTENT PERMITTED BY LAW, ANSWERSTAGE HEREBY DISCLAIMS (FOR ITSELF AND ITS SUPPLIERS) ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE SERVICES INCLUDING, WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, INTEGRATION, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE AND ALL WARRANTIES ARISING FROM ANY COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE.
7. Digital Millennium Copyright Act
AnswerStage has adopted the following general policy toward copyright infringement in accordance with the Digital Millennium Copyright Act (http://lcweb.loc.gov/copyright/legislation/dmca.pdf). The address of Company’s Designated Agent to Receive Notification of Claimed Infringement (“Designated Agent”) is listed at the end of this Section. It is AnswerStage’s policy to (a) block access to or remove Content that it believes in good faith to be copyrighted material that has been illegally copied and distributed by any of its affiliates, content providers, or users; and (b) remove and discontinue service to repeat offenders.
8. General Provisions
8.1 Third Party Sites.
8.2 Entire Agreement.
8.3 Governing Law.
This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, USA, without regard to its conflicts of law provisions.
Except as specifically provided otherwise, each right and remedy in this Agreement is in addition to any other right or remedy, at law or in equity.
Except as otherwise provided herein, any notice or communication hereunder shall be in writing and either personally delivered or sent recognized express delivery courier or certified or registered mail, prepaid and return receipt requested.
AnswerStage may assign this Agreement, or any rights or obligations hereunder, (by operation of law or otherwise) without the prior written consent of its members. This Agreement shall inure to the benefit of, and be binding on, permitted assigns and successors of AnswerStage.
8.7 Independent Contractors.
The parties shall be independent contractors under this Agreement, and nothing herein will constitute either party as the employer, employee, agent or representative of the other party, or both parties as joint venturers or partners for any purpose.
Last updated: April, 2019