Measured Voice Terms of Service

Amended on Jan 25, 2013

1. Your Acceptance of Terms

1.1 Welcome to Measured Voice. Your use of Measured Voice and the MeasuredVoice web site (collectively referred to as the “Service”), is subject to the terms of a legal agreement (“Terms”) between you and Captura Group Inc., DBA Measured Voice (“Measured Voice”). The following Terms of Services ("TOS") explains the agreement and the terms of that agreement.

1.2 In order to use the Service, you must first agree to the Terms. You may not use the Service if you do not accept the Terms. You can accept the Terms by (a) actually using the Service, or (b) clicking a box where such box is made available to you. If you do not agree to any of the following Terms, please do not use the Service. You should print or otherwise save a copy of these TOS for your records.

1.3 Measured Voice reserves the right to update and change the TOS from time to time without notice. Any new features that enhance the current Service, including the release of new tools and resources, shall be subject to the TOS. Continued use of the Service after any such changes shall constitute your consent to such changes. You are encouraged to review the most current version of the Terms of Service at any time at: http://measuredvoice.com/terms

1.4 Violation of any of the Terms may result in the termination of your Account. You agree to use the Service at your own risk.

2. Account Terms

2.1 You must be 13 years or older to use this Service.

2.2 In order to create an account, you must provide your legal full name, a valid email address, and any other information requested in order to complete the signup process.

2.3 Your account may only be used by one person. An account may not be used by more than one person.

2.4 You must be a human. Accounts registered by "internet bots" or automated methods are not permitted.

2.5 You are responsible for maintaining the security of your account and password. Measured Voice cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.

2.6 You are responsible for all content posted and activity that occurs under your account.

2.7 You may not use the Service for any illegal or unauthorized purpose. You must not, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).

3. Fees

3.1 Every Measured Voice account includes a 30-day free trial. If you wish to continue using Measured Voice after the 30 day free trial, you must sign up for and pay for a plan. Current plans and prices can be found at http://measuredvoice.com/commercial-pricing.

3.2 Should you sign up for a paid Measured Voice plan, you must provide Measured Voice with a credit card or agree to an alternate payment method with Measured Voice in writing. Plans are billed in advance on a monthly or yearly basis and are non-refundable. There will be no refunds for partial months or time that the Service is not used.

3.3 All fees are exclusive of taxes and You are responsible for all such taxes.

3.4 Measured Voice shall not be liable to You or to any third party for any modification, price change, suspension or discontinuance of the Service. Measured Voice will provide 30 days written notice of any such changes.

4. Cancellation and Termination

4.1 You are solely responsible for properly canceling your account. You must send an email to help at measuredvoice dot com requesting cancellation of your account.

4.2 All of your content may be deleted from the Service upon cancellation. This information cannot be recovered once your account is cancelled.

4.3 Measured Voice does not accept any liability for loss of content due to account cancellation.

4.4 Verbal, physical, written or other abuse (including threats of abuse or retribution) of any Measured Voice customer, employee, member, or officer may result in immediate account termination.

4.5 Measured Voice, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Service, or any other Measured Voice service, for any reason at any time. Such termination of the Service will result in the deactivation or deletion of your account or your access to your Account, and the forfeiture and relinquishment of all content in your account. Measured Voice reserves the right to refuse service to anyone for any reason at any time.

5. Copyright and Content Ownership

5.1 We claim no intellectual property rights over the material you provide to the Service. Your profile and materials uploaded remain yours. However, you agree to allow others to view and share your content upon acceptance of the TOS.

5.2 You are not obligated to place any content on the Service, and you reserve the right to remove any and all content at your sole discretion.

5.3 Measured Voice does not pre-screen content, but Measured Voice and its designee have the right (but not the obligation) in its sole discretion to refuse or remove any content that is available via the Service.

5.4 Measured Voice reserves the right, but has no obligation, to remove content and Accounts containing content that it determines in its sole discretion as unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these TOS.

5.5 The look and feel of the Service is Copyright © 2013 Measured Voice, Inc. All rights reserved. You may not duplicate, copy, or reuse any portion of the HTML/CSS or visual design elements without express written permission from Measured Voice.

6. General Conditions

6.1 Your use of the Service is at your sole risk. The Service is provided on an “as is” and “as available” basis.

6.2 Technical support may be provided via email at help at measuredvoice dot com.

6.3 You understand that Measured Voice uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service, and that Measured Voice is not liable for their actions and failure to perform.

6.4 You must not modify, adapt, or hack the Service or modify another website so as to falsely imply that it is associated with the Service, Measured Voice, or any other Measured Voice service.

6.5 You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission by Measured Voice.

6.6 You understand that the technical processing and transmission of the Service, including your content, may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

6.7 You must not upload, post, host, or transmit unsolicited email, SMSs, or “spam” messages.

6.8 You must not transmit any worms or viruses or any code of a destructive nature.

6.9 If your bandwidth usage, as determined solely by Measured Voice, exceeds 300 MB/month or significantly exceeds the average bandwidth usage of other customers of the Service, Measured Voice reserves the right to immediately disable or impose restrictions upon your account until your bandwidth consumption is sufficiently reduced.

6.10 Measured Voice does not warrant that (a) the Service will meet your specific requirements, (b) the Service will be uninterrupted, timely, secure, or error-free, (c) the results that may be obtained from the use of the Service will be accurate or reliable, (d) the quality of any products, services, information, or other material purchased or obtained by you through the Service will meet your expectations, and (e) any errors in the Service will be corrected.

6.11 You expressly understand and agree that Measured Voice shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if Measured Voice has been advised of the possibility of such damages), resulting from: (a) the use or the inability to use the Service; (b) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Service; (c) unauthorized access to or alteration of your transmissions or data; (d) statements or conduct of any third party on the Service; (e) or any other matter relating to the Service.

6.12 The failure of Measured Voice to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. The TOS constitutes the entire agreement between you and Measured Voice and govern your use of the Service, superceding any prior agreements between you and Measured Voice (including, but not limited to, any prior versions of the TOS).

6.13 Questions about the TOS should be sent to support at measuredvoice dot com.

7. Amendment to Terms of Service Applicable to Governmental Users/Members

If you are an employee of the federal government of the United States and are using Measured Voice for official government work, the TOS is amended as follows:

7.1 Government entity: “You” within these Terms of Service shall mean the Agency (“Agency”) for which you work itself and shall not apply to, or bind (a) the individual(s) who utilize the Services on the Agency’s behalf, or (b) any individual users who happen to be employed by, or otherwise associated with, the Agency. The Agency will be responsible for ensuring that its members using the Service comply with the TOS as though they were "You" and noncompliance by any such individual will be deemed noncompliance by the Agency.

7.2 Public purpose: Any requirement(s) set forth within the Terms of Service that use of the Services be for private, personal and/or non-commercial purposes is hereby waived.

7.3 Agency content serving the public: Measured Voice hereby approves Agency’s distribution or other publication via the Service of materials which may contain or constitute promotions, advertisements or solicitations for goods or services, so long as the material relates to the Agency’s mission.

7.4 Advertisements: Measured Voice hereby agrees not to serve or display any third party commercial advertisements or solicitations on any pages within the Service displaying content created by or under the control of the Agency. This exclusion shall not extend to house ads, which Measured Voice may serve on such pages in a non-intrusive manner.

7.5 Indemnification: All indemnification and damages provisions of the Terms of Service are hereby waived. Liability of Agency for any breach of the Terms of Service or this Agreement, or any claim arising from the Terms of Service or this Agreement, shall be determined under the Federal Tort Claims Act, or other governing authority.

7.6 Governing law: Liability of Measured Voice for any breach of the Terms of Service or this Agreement, or any claim arising from the Terms of Service or this Agreement, shall be determined by applicable federal law. To the extent permitted by federal law, the laws of the state of California will apply in absence of federal law.

7.7 Changes to standard TOS: Language in the standard TOS reserving to Measured Voice the right to change the TOS without notice at any time is hereby amended to grant You at least three days advance notice of any material change to the TOS. Measured Voice shall send this notice to the email address you designate at the time you sign up for service, and you shall notify Measured Voice of any change in the notification email address during the life of the Amendment.

7.8 Access and use: Measured Voice acknowledges that the Agency’s use of Measured Voice’s site and services may energize significant citizen engagement. Language in the TOS allowing Measured Voice to terminate service, or close the Agency’s account, at any time, for any reason, is modified to reflect the Parties’ agreement that Measured Voice may unilaterally terminate service and/or terminate Agency’s account only for breach of Agency’s obligations under the TOS or its material failure to comply with the instructions and guidelines posted on the Site, or if Measured Voice ceases to operate its site or services generally. Measured Voice will provide Agency with a reasonable opportunity to cure any breach or failure on Agency’s part.

7.9 Provision on crawlers: Any provision in the TOS prohibiting crawl or spider processes is amended to allow the Agency to apply such tools solely to its pages and solely to fulfill Agency’s obligations under the Federal Records Act or other applicable federal law or regulation.

7.10 Ownership of names: Any provision(s) in the TOS related to Measured Voice’s ownership of and right to change your selected user name(s), user ID(s), domain name(s), channel name(s), and group name(s), are modified to reasonably accommodate Agency’s proprietary, practical, and/or operational interest in its own publicly-recognized name and the names of Agency programs.

7.11 Modifications of user content: Measured Voice agrees that any right reserved in the TOS to modify, adapt, or change Your content is limited to technical actions necessary to index, format and display that content. The right to modify, adapt, or change does not include the right to substantively edit or otherwise alter the meaning of the content. Notwithstanding the foregoing, nothing in this Amendment shall result in an expansion of Your rights as a United States Government entity under the Copyright Act of 1976 (17 U.S.C. §§101 et sec.), specifically including Section 105 of the Act.

7.12 Limitation of liability: The Parties agree that nothing in the Limitation of Liability clause or elsewhere in the TOS in any way grants Measured Voice a waiver from, release of, or limitation of liability pertaining to, any past, current or future violation of federal law.

7.13 Uploading, deleting: The Parties understand and agree that you are not obligated to place any Agency Content on the Measured Voice site, and you reserve the right to remove any and all Agency Content at your sole discretion.

7.14 No endorsement: Measured Voice agrees that your seals, trademarks, logos, service marks, trade names, and the fact that you have a presence on the Measured Voice site and use its services, shall not be used by Measured Voice in such a manner as to state or imply that Measured Voice’s products or services are endorsed, sponsored or recommended by you or by any other element of the Federal Government, or are considered by these entities to be superior to any other products or services. Except for pages whose design and content is under the control of the Agency, or for links to or promotion of such pages, Measured Voice agrees not to display any Agency or government seals or logos on the Measured Voice’s homepage or elsewhere on the Measured Voice Site, unless permission to do has been granted by the Agency or by other relevant federal government authority. Measured Voice may list the Agency’s name in a publicly available customer list so long as the name is not displayed in a more prominent fashion than that of any other third party name.

7.15 No business relationship created: The Parties are independent entities and nothing in this Amendment or TOS creates an agency, partnership, joint venture, or employer/employee relationship.

7.16 Provision of data: In case of termination of service, within 30 days of such termination Measured Voice will provide you with all user-generated content that is publicly visible through the Sites you created at Measured Voice. Data will be provided in a commonly used file or database format as Measured Voice deems appropriate. Measured Voice will not provide data if doing so would violate its privacy policy, available for review at http://measuredvoice.com/privacy.

7.17 Paid services: Before an Agency decides to enter into a premium or enterprise subscription, or any other fee-based service that this Company or alternative providers may offer now or in the future, You agree to determine your Agency has a need for those additional services for a fee, to consider the subscription’s value in comparison with comparable services available elsewhere, to determine that Agency funds are available for payment, to properly use the Government Purchase Card if that Card is used as the payment method, to review any then- applicable TOS for conformance to federal procurement law, and in all other respects to follow applicable federal acquisition laws, regulations, and agency guidelines when initiating that separate action.

7.18 Assignment: Neither party may assign its obligations under this Amendment or TOS to any third party without prior written consent of the other.

7.19 Precedence; Further Amendment; Termination: This Amendment constitutes an amendment to the TOS; language in the TOS indicating it alone is the entire agreement between the Parties is waived. If there is any conflict between this Amendment and the TOS, or between this Amendment and other rules or policies on the Service, this Amendment shall prevail. This Amendment may be further amended only upon written agreement executed by both Parties. Agency may close Agency’s account and terminate this agreement at any time. Measured Voice may close Agency’s account and terminate this agreement on 30 days written notice.

7.20 Federal Records: Agency acknowledges that use of Company's Site and Services may require management of Federal records. Agency and user-generated content may meet the definition of Federal records as determined by the agency. If the Company holds Federal records, the Agency must manage Federal records in accordance with all applicable records management laws and regulations, including but not limited to the Federal Records Act (44 U.S.C. chs. 21, 29, 31, 33), and regulations of the National Archives and Records Administration (NARA) at 36 CFR Chapter XII Subchapter B). Managing the records includes, but is not limited to, secure storage, retrievability, and proper disposition of all Federal records including transfer of permanently valuable records to NARA in a format and manner acceptable to NARA at the time of transfer. The Agency is responsible for ensuring that the Company is compliant with applicable records management laws and regulations through the life and termination of its use of the Site and Services.

7.21 Security: Measured Voice will, in good faith, exercise due diligence using generally accepted commercial business practices for IT security, to ensure that systems are operated and maintained in a secure manner, and that management, operational and technical controls will be employed to ensure security of systems and data. An SAS 70 Type II audit certification will be conducted annually, and Company agrees to provide Agency with the current SAS 70 Type II audit certification upon the agency’s request. Recognizing the changing nature of the Web, Measured Voice will continuously work with users to ensure that its products and services meet users’ requirements for the security of systems and data.