Terms of Service

Welcome to Shoutdial! These Terms of Service ("Terms") constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you”) and Shoutdial ("Shoutdial," “we,” “us,” or “our”), a DBA of Voice Solutions NW LLC, concerning your access to and use of the shoutdial.com website and any other media form, media channel, mobile website, mobile application, or streaming app related, linked, or otherwise connected thereto (collectively, the “Site”).

You agree that by accessing the Site, you have read, understood, and agree to be bound by all of these Terms. If you do not agree with all of these Terms, then you are expressly prohibited from using the Site and you must discontinue use immediately.

Supplemental terms and conditions or documents that may be posted on the Site from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Terms at any time and for any reason.

We will alert you about any changes by updating the “Last Updated” date of these Terms, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review these Terms to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms by your continued use of the Site after the date such revised Terms are posted.

The information provided on the Site is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country.

Accordingly, those persons who choose to access the Site from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

The Site is not tailored to comply with industry-specific regulations (Health Insurance Portability and Accountability Act (HIPAA), Federal Information Security Management Act (FISMA), etc.), so if your interactions would be subjected to such laws, you may not use this Site. You may not use the Site in a way that would violate the Gramm-Leach-Bliley Act (GLBA).

The Site is intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to register for the Site.

1. INTELLECTUAL PROPERTY RIGHTS

Unless otherwise indicated, the Site and all content and other materials contained on the Site, including, without limitation, the Shoutdial logo and all designs, text, graphics, pictures, video, information, software, audio files, other files and the selection and arrangement thereof (collectively, "Site Materials") are the proprietary property of Shoutdial or our licensors or users, as applicable. All Site Materials are protected by copyright, trademark, patent, trade secret, and other intellectual property laws.

Subject to your compliance with these Terms, and solely for so long as you are permitted by Shoutdial to access and use the Site, you may view and make one electronic or printed copy of the Site Materials for your personal, non-commercial use only. You must reproduce all copyright and other proprietary rights notices in the original Site Materials on any copy you make of the Site Materials.

Any business use, "re-mailing" or "mirroring" of any Site Materials, including any text, graphics, audio, video, or other media, without the express written permission of Shoutdial is strictly prohibited. Except where expressly stated otherwise, you may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, frame, create derivative works from, transfer, or otherwise use in any other way for commercial or public purposes any Site Materials without our prior written permission.

If you copy or download any information or software or other content from this Site in breach of these Terms of Use, you must immediately delete all copies of such materials.

The use of our Services or Site Materials for creation of illegal deepfakes or nonconsensual synthetic media is strictly prohibited.

If you believe that content on the Site violates your intellectual property rights, see our Intellectual Property Policy below.

2. SUBMISSIONS

By uploading, posting, emailing, transmitting, or otherwise making available any content or materials via the Site (“Your Submission”) you grant Shoutdial a worldwide, non-exclusive, royalty-free, fully paid, sublicensable, and transferable license to use, edit, modify, reproduce, distribute, prepare derivative works of, display, perform, and otherwise fully exploit your Submissions in connection with the Site and Shoutdial's (and our successors’ and assigns’) businesses, including without limitation for redistributing part or all of your Submission (and derivative works thereof) in any media formats and through any media channels without restrictions of any kind and without payment or other compensation to you. You also hereby grant each user of the Site or Services a non-exclusive license to access your Submission through the Site or Services, and to use, edit, modify, reproduce, distribute, prepare derivative works of, display and perform such Submissions as permitted by the functionality of the Site and under these Terms.

You are solely responsible for your Submissions and the consequences of making them publicly available. We are not responsible for the actions of other users or for any use, editing, or alteration of your Submissions by other users. We take no responsibility and assume no liability for any Submissions generated or uploaded by users of the Site or Services.

By uploading your Submissions, you represent and warrant that: (i) you own or have the necessary licenses and rights to use and authorize others to use your Submissions as necessary or otherwise permitted under these Terms; and (ii) that your Submissions do not violate the privacy rights, publicity rights, intellectual property rights, or any other rights of any person.

Shoutdial has the right but not the obligation to monitor and edit or remove any activity or content. Shoutdial shall have the right to remove any Submission for any reason, including but not limited to, Submissions that violate these Terms.

3. PROHIBITED ACTIVITIES AND CONTENT

You may not access or use the Site for any purpose other than that for which we make the Site available. The Site may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.

As a user of the Site or Services, you agree not to:

Upload, transmit, or distribute any text, images or other material that infringes any copyright, trademark, patent, trade secret, or other proprietary rights of any person or entity or violates any law or contractual duty;

Impersonate any person or entity, including, but not limited to, a Shoutdial official, or falsely state or otherwise misrepresent your affiliation with a person or entity;

Upload, post, email, transmit or otherwise make available 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;

Post or transmit any unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, indecent, inflammatory, sexually explicit, pornographic or profane material;

Upload, post or otherwise transmit any content that victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of any impermissible classification, including without limitation religion, gender, sexual orientation, race, color, creed, ethnicity, national origin, citizenship, age, marital status, military status or disability;

Restrict or inhibit any other visitor or member from using the Site or Services, including, without limitation, by means of hacking or defacing any portion of the Site or Services;

Use the Site or Services for any illegal or unauthorized purpose, including but not limited to generating malicious audio content like nonconsensual deepfakes;

Reproduce, duplicate, copy, sell, resell or otherwise exploit any resource, content or any component of the Site or Services for any commercial purpose except as expressly permitted in these Terms;

Modify, adapt, translate, reverse engineer, decompile or disassemble any portion of the Site or Services;

Remove any copyright, trademark or other proprietary rights notice from the Site or Services or materials originating from the Site or Services;

Frame or mirror any part of the Site or Services without our express prior written consent;

Create user accounts by automated means or under false or fraudulent pretenses;

Use any robot, spider, offline reader, site search/retrieval application or other manual or automatic device, method or process to access, retrieve, index, “data mine,” or in any way reproduce or circumvent the navigational structure or presentation of the Site or its contents;

Otherwise attempt to interfere with the proper working of the Site or Services.

4. REGISTRATION AND ACCOUNT SECURITY

You may browse the Site without registering for an account. However, users who wish to use certain features of the Site and/or Services will need to register and open an account.

When you register for a Shoutdial account, you agree to provide accurate and complete information about yourself, and you agree to keep this information updated.

You are solely responsible for maintaining the confidentiality and security of your Shoutdial account credentials. You must notify us immediately if you suspect that your account has been compromised or if your credentials have been stolen.

We reserve the right to suspend or terminate your account if we suspect any breach of account security or misuse. You are solely responsible for any use of the Site or Services by any person using your credentials.

5. API TERMS

Shoutdial grants you a limited license to access and make use of our application programming interfaces ("API") solely for the purpose of utilizing the text-to-speech and voice cloning functionality provided by Shoutdial. This grant of license is subject to the following conditions:

You will not allow access to our APIs or use our APIs for any unauthorized third-party applications.

You will comply with any documentation, code samples, usage limits, rate limits, and other requirements we provide for accessing our APIs.

Your API Client ID, API Keys, and Credentials are for your internal use only and should be kept confidential at all times.

You are solely responsible for any and all activity that occurs through your API access, and you will notify us immediately if you suspect any unauthorized access or misuse of our APIs.

We reserve the right to revoke or modify API access at any time for any reason.

By accessing our public API or receiving a private API key and credentials, you acknowledge sole responsibility for any activity that occurs under your API account.

6. FEES AND PAYMENT

You acknowledge and agree that Shoutdial may charge you fees for access to certain features and services. By using a paid feature or service, you agree to pay all applicable fees. Shoutdial may revise the pricing for any paid features or services at any time. We will notify you in advance of any fee increase so that you may discontinue use of the feature or service if you do not wish to pay the increased fee.

All paid fees are exclusive of applicable taxes and duties, including VAT and applicable sales tax. You are responsible for paying any such taxes or duties.

We use a third-party payment processor to bill you through your online Shoutdial account for use of paid features and services. By submitting your payment method information, you grant Shoutdial permission to store and process your payment details and authorize Shoutdial to charge your provided payment method for the paid features and services you select.

If we are unable to successfully charge your account for the applicable fees, we reserve the right to deny or restrict access to any paid features. We will attempt to notify you to update your payment information, but are not liable for any damages or losses incurred as a result of declined payment.

7. THIRD-PARTY LINKS

Certain content, Services, and advertisements on the Site may be hosted and served by third parties. These third parties may use cookies alone or in conjunction with web beacons or other tracking technologies to collect information about you when you use our website. The information they collect may be associated with your personal information or they may collect information, including personal information, about your online activities over time and across different websites and other online services. They may use this information to provide you with interest-based (behavioral) advertising or other targeted content.

We do not control these third parties' tracking technologies or how they may be used. If you have any questions about an advertisement or other targeted content, you should contact the responsible provider directly.

8. INDEMNIFICATION

You agree to indemnify, defend and hold harmless Shoutdial and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your: (a) use of the Site or Services; (b) violation of these Terms or any other applicable terms; or (c) violation of any rights of another person or party.

9. DISCLAIMER OF WARRANTIES

Your use of the Site and Services is at your sole risk. The Site and Services are provided on an “AS IS” and “AS AVAILABLE” basis. Shoutdial expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

Shoutdial makes no warranty that (a) the Site or Services will meet your requirements; (b) the Site or Services will be available on an uninterrupted, timely, secure, or error-free basis; (c) any errors or defects in the Site or Services will be corrected; or (d) the Site or Services or the server(s) are free of viruses or other harmful components. Any content or data downloaded from the Site is accessed at your own risk.

10. LIMITATION OF LIABILITY

In no event shall Shoutdial, nor our directors, employees, partners, agents, suppliers, or affiliates, be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (a) your access to or use of or inability to access or use the Site or Services; (b) any conduct or content of any user or other third party on the Site or Services, including without limitation, any defamatory, offensive or illegal conduct; or (c) unauthorized access, use or alteration of your content or information.

In no event shall the aggregate liability of Shoutdial exceed the greater of one hundred U.S. dollars (U.S. $100.00) or the amount you paid Shoutdial, if any, in the past six months for use of the paid features or services giving rise to the claim.

The limitations of this section shall apply to the fullest extent permitted by applicable law. Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you. In such states, our liability shall be limited to the greatest extent permitted by law.

11. TERMINATION

We may terminate or suspend your account and your ability to use the Site or Services immediately, without prior notice or liability, for any reason, including without limitation if you breach these Terms.

Upon termination, your right to use the Site and Services will cease immediately. If you wish to terminate your account, you may simply discontinue using the Site and Services.

All provisions of these Terms shall survive termination, including our rights regarding indemnification, disclaimers of warranties, limitations of liability, and dispute resolution.

12. GOVERNING LAW AND JURISDICTION

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any principles of conflicts of laws. You agree that any action arising out of or relating to these Terms shall be filed only in the state or federal courts located in Delaware, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these Terms.

13. INTELLECTUAL PROPERTY POLICY

If you believe that content on the Site violates or infringes your copyright or other intellectual property rights, you may submit a written notice via email to copyright@shoutdial.com containing the following information:

A physical or electronic signature of the owner of the copyright or other right that is allegedly infringed.

Identification of the copyrighted work or other content that is claimed to have been infringed, including a description of where the material is located on the Site.

Your full name, address, telephone number, and email address.

A statement that you have a good faith belief that use of the copyrighted content on the Site as described above is not authorized by the copyright owner, its agent, or the law.

A statement, under penalty of perjury, that the information in your notice is accurate and that you are authorized to act on behalf of the copyright owner.

Upon receipt of a valid notice, we will promptly remove the identified content and notify the user who posted it. We reserve the right to terminate any users of the Site or Services who are repeat copyright infringers.

14. MODIFICATIONS AND INTERRUPTIONS

We reserve the right to change, modify, or remove any portion of the Site or Services in our sole discretion and without prior notice. We also may limit or interrupt your use of the Site and Services periodically for maintenance and upgrades. You agree that we will not be liable to you or any third party for any change, interruption, disabling, removal of or suspension of any of the Site or Services.

15. MISCELLANEOUS

These Terms constitute the entire agreement between you and Shoutdial regarding your use of the Site and Services. Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions remain in full force and effect. You may not assign or transfer these Terms or any of your rights or obligations under these Terms without our express written consent. We may freely assign these Terms. The section titles and headings in these Terms are for convenience only and have no legal or contractual effect.

Last Updated: January 12, 2024