End-user license agreement

SpeechExec Software and SpeechLive Service

IMPORTANT - READ CAREFULLY:

Before installing this software please read the following terms and conditions carefully. This End-User License Agreement ("License Agreement") is a binding agreement between you (either an individual or a company or other legal entity), the end-user, and Speech Processing Solutions GmbH (“SPS”) regarding use of the SpeechExec software and SpeechLive Service, if you have subscribed to this Service. The term software includes computer software ("SOFTWARE") and accompanying documentation and may include "online" or electronic documentation and a License key (all these things together will subsequently be referred to as the "SOFTWARE PRODUCT"). By installing, copying or otherwise using the SOFTWARE PRODUCT you acknowledge the terms of this License Agreement. During the installation process you will be asked to agree with these terms. By clicking on "yes", you agree to be bound by the terms of this License Agreement. If you do not agree with the terms of this License Agreement, click on "no", and the installation process will not continue.

A. SpeechExec Software

1. Grant of License

If you are an individual, this License Agreement grants you a non-exclusive and non-transferable right to use the SOFTWARE PRODUCT in the manner described in this License Agreement. If you are an entity, this License Agreement grants you the right to designate one individual within your organisation to have the sole right on a non-exclusive and non-transferable basis to use the SOFTWARE PRODUCT in the manner described in this License Agreement.

2. Usage Rights, Use Limitations

(a) Usage Rights

SPS grants you upon payment of the agreed license fee a perpetual right to use the SOFTWARE PRODUCT. The right to use is restricted to the version that you have purchased and does not apply to any other versions, except those subsequent versions that SPS, at its sole discretion, offers to you for free. You may install and use the licensed copy of the SOFTWARE only on a single workstation, such single workstation use and restriction is enabled and enforced by the SOFTWARE, in conjunction with the legally obtained License key entered upon installation of the SOFTWARE. If you have purchased a license for multiple workstations, you may install and use a copy of the SOFTWARE on the licensed number of workstations. “Workstation” means a single computer or a workstation computer within a computer network. The SOFTWARE is in "use" on a workstation when it is loaded into temporary memory (i.e. RAM) or installed into permanent memory (e.g. hard disk, CD-ROM or other storage device) of that computer.

(b) Back-up Copy Only Permitted

You may make one copy of the SOFTWARE solely for backup or archival purposes provided that you reproduce all copyright, confidentiality and other proprietary notices that appear on the original copy of the SOFTWARE. You may not copy the printed materials accompanying the SOFTWARE, if any.

(c) Transfer Prohibited

You may not rent out, hire, lease, sell or otherwise transfer the SOFTWARE, nor any copies of the SOFTWARE, or any of the accompanying documentation. You may not disclose, make available, or otherwise redistribute all or any part of the SOFTWARE PRODUCT or any copies thereof to third parties. In addition, you may not use the SOFTWARE or any part thereof, in any form, in a software or other product that is or will be distributed to a third party.

(d) Limitations on Reverse Engineering/ Modifications

Unless enforcement of this provision is prohibited by applicable law, you may not decompile, disassemble, reverse engineer, or create derivative works of the SOFTWARE PRODUCT or of any part of the SOFTWARE PRODUCT. You may not alter or modify the SOFTWARE PRODUCT or any part thereof.

(e) Trial license

SPS offers the opportunity, to download the SOFTWARE from the SPS website for trial purposes. If you have installed the SOFTWARE for trial purposes, your rights to use the SOFTWARE are limited to the 30 day trial period running from your initial installation. After the expiration of the trial period, the SOFTWARE will stop running, but you have the option to convert the trial license into a perpetual license.

(f) Activation of the SOFTWARE

In order to use the full functionality of the SOFTWARE, you have to activate the SOFTWARE. Activation associates the use of the SOFTWARE with a specific workstation computer. During activation, the SOFTWARE will send certain information to SPS. This information includes the license key, certain information derived from the hardware configuration (hash value) as well as such customer data that you voluntarily provide during the installation (name, company, email, industry, country). By using the SOFTWARE, you consent to the transmission of this information to SPS. After the time scheduled for activation expires, the possibility to use the SOFTWARE will be limited until the SOFTWARE is activated.

3. Copyright Limitations

(a) Ownership

The SOFTWARE PRODUCT is licensed, not sold to you, for use only under the terms of this License Agreement, and SPS reserves all rights not expressly granted to you. SPS and/or its suppliers own the SOFTWARE and all copyright and other intellectual property rights in the SOFTWARE PRODUCT (including but not limited to images, "applets", photographs, animations, video, audio, music and text incorporated into the SOFTWARE PRODUCT) and any copies of the SOFTWARE PRODUCT or any part thereof. Under the terms of this License Agreement you receive only a limited right to use the SOFTWARE PRODUCT. The SOFTWARE PRODUCT is protected by copyright laws and international copyright treaties, as well as by other intellectual property laws and treaties. You must treat the SOFTWARE PRODUCT accordingly and fully comply with the terms of this License Agreement, unless applicable law gives you more rights despite this limitation.

(b) No Copies

Except as expressly permitted under section 2 "Usage Rights, Use Limitations" above, you may not copy the SOFTWARE PRODUCT or any part thereof.

4. Term

This License Agreement is effective until terminated. You may terminate this License Agreement at any time by ceasing to use the SOFTWARE PRODUCT and destroying the SOFTWARE PRODUCT and all copies thereof including any documentation.

This License Agreement will terminate immediately without notice from SPS if you fail to comply with any provision of this Agreement. In such event, you must destroy the SOFTWARE PRODUCT and all of its component parts, and delete, remove, or otherwise destroy all copies of the SOFTWARE PRODUCT that are in your possession or control. All provisions of this License Agreement relating to disclaimers of warranties, limitation of liability, remedies or damages, and all of SPS' proprietary rights shall survive termination.

5. Export Restrictions

You must comply strictly with applicable export laws and regulations.

6. Warranty

Unless mandatory provisions under applicable national law (e.g. consumer protection provisions) provide otherwise, the rules below apply:

SPS warrants for a period of ninety (90) days from delivery or download of the SOFTWARE that the SOFTWARE contains the functions indicated in the program description and the user manual. Apart from that, the SOFTWARE and any related documentation is provided "as is". SPS expressly disclaims all further representations and warranties of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, or non-infringement, with respect to the SOFTWARE and its documentation except to the extent that such disclaimers are held to be legally invalid.

Defects covered by this warranty must be reported within 14 days of the delivery or the download of the software by Internet or, if a defect is recognizable only later, within 14 days of being recognized. Complaints about defects are valid only if they pertain to reproducible defects and are documented in writing. SPS agrees to remedy any such defects within a reasonable period based on the severity of the defect addressed by the complaint. It shall do so either by providing you with a corrected version of the SOFTWARE that is free of defects or by making available to you a solution to circumvent and avoid the effects of the defect. If SPS is unable to remedy the defect in an economically tenable way within a reasonable period, you can demand that SPS take back the SOFTWARE PRODUCT and refund the paid license fees. Further claims are excluded.

The above limitations and exclusions pertaining to the warranty do not apply to consumers. The legal warranty claims apply to them.

7. Disclaimer

To the maximum extent permitted by applicable law, in no event shall SPS, its suppliers and/or the owners of the rights in the SOFTWARE PRODUCT be liable for any indirect, incidental, consequential, special, punitive, or other damages whatsoever, in connection with or arising out of the use, misuse or inability to use the SOFTWARE PRODUCT (including, without limitation, damages for loss of business revenue, profits, use, data or other economic advantage), however such damages arise, whether for breach of contract or in tort, even if SPS has been advised of the possibility of such damages. In no event shall SPS’ and its suppliers’ liability to you hereunder, whether in contract, tort (including negligence) or otherwise, exceed the price actually paid by you for the SOFTWARE PRODUCT. The foregoing limitations shall apply even if the above-stated warranty fails in its essential purpose. Because some states and jurisdictions do not allow the exclusion or limitation of liability, the above limitation may not apply to you.

The above limitations and exclusions of liability do not apply to consumers. For consumers the following provisions apply:

SPS excludes any and all liability for breaches of duty arising out of slight negligence unless they pertain to essential contractual duties, to losses arising from injury to life, body or health or to guarantees or if they affect claims under the Austrian Product Liability Act. If essential duties, whose performance makes possible the proper performance of the contract in the first place and adherence to which you regularly rely upon, are breached out of slight negligence, SPS is liable only for the foreseeable, contractually typical losses. These limitations to liability apply also to the legal representatives and other vicarious agents of SPS. For the rest, SPS bears liability in accordance with legal provisions.

8. Changes to the contract

SPS reserves the right to change this license agreement from time to time. The changes take effect immediately for new license agreements. In existing license agreements, the changes do not take effect for you until you have approved these changes. To this end, SPS provides you with suitable information about the planned changes in a timely manner before they go into force. The information can also be sent by e-mail. You are deemed to have approved the changes if you do not object to them in writing or by e-mail within 4 weeks of having received the information. SPS will inform you of this deadline separately and about the fact that approval of the changes is deemed to be given if no legal objection to them is made.

9. Severability

If any provision of this License Agreement is held to be invalid or unenforceable, the remaining provisions shall be enforced.

10. Applicable Law, place of Jurisdiction

This License Agreement shall be governed by and construed in accordance with the laws of Austria, without regard to its conflicts of law provisions and the United Nations Convention of Contracts for the International Sale of Goods. If you are a consumer having your place of residence within the European Union, the laws of the country, where you have your place of residence, might be applicable, as far as mandatory provisions on consumer protection rights are concerned.

All disputes arising from or in connection with this Agreement shall be exclusively referred to the courts in Vienna. For consumers the statutory places of jurisdiction shall apply.

B. SpeechLive Service

The following provisions apply to the SpeechLive Service. Unless stipulated otherwise below, the provisions on the SpeechExec Software shall apply in addition.

1. Scope of License

SPS provides with the SpeechLive Service an internet-based service. With the SpeechLive Service you have the option to upload your dictations to an online storage provided by SPS, called “SpeechDrive” and to manage your dictations. If you would like to use the SpeechLive service, you have to purchase a license. If you would like to use the SpeechLive service in combination with the SpeechExec Software, you must further activate the SpeechDrive functionality in the SpeechExec Software. During activation you must accept the displayed privacy policy.

2. Usage rights

SPS grants you upon payment of the agreed license fee a non-exclusive and non-transferable right to use, which is limited to the agreed term of the contract (subscription period).

A user license is required for any single user who uses the SpeechLive Service (Single User License).

3. SpeechLive Account

In order to use the SpeechLive Service a SpeechLive account is required. In your SpeechLive account you can manage the user rights and add new users, as long as the licensed number of users is not exceeded, and delete users. You can also change your personal data, review invoices and make backup copies of your dictations stored on the SpeechDrive. Should your personal data that you provided to us when you created the SpeechLive Account change, you shall promptly update your personal data.

4. Trial license

SPS offers the opportunity, to test the SpeechLive Service free of charge. If you have registered for a SpeechLive Account for trial purposes, your rights to use the SpeechLive Service are limited to a single 30 day trial period. After the expiration of the trial period, the SpeechLive Service may no longer be used, but you have the option to license and access the SpeechLive Service on a subscription basis.

5. Terms of Use, prohibition of abuse

(a) You may not make available the SpeechLive Service to third parties for commercial purposes.
(b) You must use the services offered by SPS in compliance with any applicable laws and refrain from each and any misuse of the services. In particular, you may not

 

i. transmit or store material that may infringe the intellectual property rights or other rights of third parties or that is illegal, tortious, defamatory, libelous, or invasive of another's privacy;

ii. transmit any material that contains software viruses or other harmful computer code, files or programs such as trojan horses or worms;

iii. interfere with or disrupt our sites, servers or networks or take any action that imposes an unreasonably or disproportionately large load on our infrastructure

iv. attempt to gain unauthorized access to computer systems, accounts or data of other users.

(c) You shall be solely responsible for your own user content (in particular dictations) and for all activities occurring under your user name and password of your SpeechLive account, that are due to your conduct, inaction or negligence.
(d) In order to prevent any unauthorized use, you are responsible for maintaining the confidentiality of your SpeechLive account details (user name, password) and to immediately contact us by email to live.support(at)speech.com in case of any suspicion of abuse. SPS reserves the right to block your SpeechLive account without prior notification, in case you breach these terms of use or in case there is a reasonable suspicion of abuse.

6. Availability of the SpeechLive Service

SPS will use commercially reasonable efforts to ensure that availability of the SpeechLive Service will be uninterrupted and that transmissions will be error-free. However, due to the nature of the internet, this cannot be guaranteed. The availability of the service depends in particular also on the availability of communication services and networks, which are not within SPS’ area of responsibility. Furthermore, your access to SpeechLive Service may be occasionally suspended or restricted to allow for necessary maintenance services. If you are a consumer, this provision does not affect your statutory warranty claims.

The liability of SPS is subject to Clause A. 7 (“Disclaimer”) above.

7. Term

The SpeechLive service is licensed on a subscription basis. A subscription runs for an unspecified period until it is terminated by you or SPS.

The termination of all or single user licenses can be done at any time via the SpeechLive account online or can be sent in writing to SPS. The termination takes effect at the end of the current billing period. The billing period is product-specific and is indicated on the SpeechLive website and in your SpeechLive account. Upon receipt of your termination you will receive an email confirming the termination and also indicating the effective date of the termination.

After expiration of the subscription, the SpeechLive service can no longer be used. However, you have the option of downloading your dictations that you stored on the SpeechDrive if you do so within 30 days after the expiration of your subscription. After that, the dictations are irrevocably deleted by SPS.

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BY CONTINUING WITH THE INSTALLATION OF THE SOFTWARE YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD THIS LICENSE AGREEMENT AND THAT YOU AGREE TO BE BOUND BY ITS TERMS.

 

Last Update: 05.05.2015