Effective May 27, 2022
DataSight Terms of Service
PLEASE READ THE FOLLOWING TERMS CAREFULLY.
1 .DataSight Service Description
2. Accounts and Registration
To access most features of the Service, you must register for an account. When you register for an account, you may be required to provide us with some information about yourself, such as your name, email address, phone number, or other contact information. If you wish to designate individual users to access and use the Service under your account (such users, “Authorized Users”), you may also be required to provide us with some information about such Authorized Users. You agree that the information you provide to us is accurate and that you will keep it accurate and up-to-date at all times, and that you have all necessary rights and approvals to provide such information. When you register, you will be asked to provide a password. You are responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you believe that your account is no longer secure, then you must immediately notify us at [email protected].
3.2 Authorized Users.
a. You are responsible for: (i) identifying and authenticating all of your Authorized Users (ii) approving access by your Authorized Users to the Service and designating appropriate access controls in connection with your account, (iii) controlling against unauthorized access by your Authorized Users, and (iv) all activities that occur under your Authorized Users’ usernames, passwords or accounts as a result of your Authorized Users’ access and use of the Service.
b. If you received your credentials to access and use the Service (including certain features thereof) from your Organization or otherwise are accessing the Service under your Organization’s account, you acknowledge and agree that your access to the Service as provided by your Organization is subject to the agreement between DataSight and your Organization with respect to the Service. You also acknowledge that your Organization may terminate the access to the Service that they provide to you at any time. DataSight will have no liability to you in connection with any such removal or termination.
c. If the domain of the email address associated with your account is owned by an Organization and was assigned to you as an employee, contractor or member of the Organization (such as [email protected]), you acknowledge and agree that we may identify your account to the Organization, migrate your account to the Organization’s account, and/or restrict or terminate access to your account. DataSight will have no liability to you in connection with any such disclosure, restriction, or termination.
4. General Payment Terms
4.3 Delinquent Accounts
5.1 Limited License
5.2 License Restrictions
6. Ownership; Proprietary Rights
7. Government Rights
8. Third Party Terms
8.1 Third Party Services and Linked Websites
9. User Content
9.1 User Content Generally
9.3 Limited License Grant to DataSight
9.4 License Grant to Users
9.5 Access to User Content and Results
9.6 User Content Representations and Warranties
9.7 User Content Disclaimer
9.8 Monitoring Content
9.9 Machine Learning
10.1 Text Messaging
10.2 Push Notifications
11. Prohibited Conduct
a. use the Service for any illegal purpose or in violation of any local, state, national, or international law;
b. use the Service or any portion thereof for the direct or indirect benefit of any third parties;
c. use the Service in connection with any direct or indirect commercial purposes, including in connection with any paid transcription workflow or as a value-added component of a commercial product or service;
d. harass, threaten, demean, embarrass, or otherwise harm any other user of the Service;
e. violate, or encourage others to violate, any right of a third party (including by act or omission), including by infringing or misappropriating any third-party intellectual property or proprietary right;
f. interfere with security-related features of the Service, including by: (i) disabling or circumventing features that prevent or limit use or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law;
g. interfere with the operation of the Service or any user’s enjoyment of the Service, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (ii) making any unsolicited offer or advertisement to another user of the Service; (iii) collecting personal information about another user or third party without consent; or (iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service;
h. perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, accessing any other Service account without permission, or falsifying your age or date of birth;
i. sell or otherwise transfer the access granted under these Terms or any Materials (as defined in Section 6) or any right or ability to view, access, or use any Materials; or
j. attempt to do any of the acts described in this Section 11 or assist or permit any person in engaging in any of the acts described in this Section 11.
12. Digital Millennium Copyright Act
12.1 DMCA Notification
Any notice alleging that materials hosted by or distributed through the Service infringe intellectual property rights must include the following information:
a. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed;
b. a description of the copyrighted work or other intellectual property that you claim has been infringed;
c. a description of the material that you claim is infringing and where it is located on the Service;
d. your address, telephone number, and email address;
e. a statement by you that you have a good faith belief that the use of the materials on the Service of which you are complaining is not authorized by the copyright owner, its agent, or the law; and
f. a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
12.2 Repeat Infringers
13. Modification of these Terms
14. Term, Termination and Modification of the Service
14.3 Effect of Termination
14.4 Modification of the Service
16. Disclaimers; No Warranties
17. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE DATASIGHT ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY DATASIGHT ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.
EXCEPT AS PROVIDED IN SECTION 19.5 AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE DATASIGHT ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU HAVE PD TO DATASIGHT FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO CLAIM; OR (B) $100.
EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 17 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
18. Privacy and Information Security
18.2 Data Processing
To the extent Data falls within the scope of the General Data Protection Regulation or the United Kingdom General Data Protection Regulation, the terms of the Data Processing Attachment in Appendix 1 of these Terms (“DPA”) apply to the processing of any Customer Personal Data (as defined in the DPA).
18.4 Use of Aggregated Data
You acknowledge and agree that DataSight may collect, create, process, transmit, store, use, and disclose aggregated and/or deidentified data derived from Data or use of the Services (“Aggregated Data”) for its business purposes, including for machine learning and training, industry analysis, benchmarking, and analytics. All Aggregated Data will be in an aggregated and/or deidentified form only and will not identify you. Nothing in these Terms gives you any rights in or to any part of the Service or Aggregated Data.
18.6 Information Security
19. Dispute Resolution and Arbitration
19.5 Notice of Arbitration; Process
19.7 No Class Actions
19.8 Modifications to this Arbitration Provision
If Section 19.7 or the entirety of this Section 19 is found to be unenforceable, or if DataSight receives an Opt-Out Notice from you, then the entirety of this Section 19 will be null and void and, in that case, exclusive jurisdiction and venue described in Section 20.2 will govern any action arising out of or related to these Terms.
20.1 General Terms
20.2 Governing Law
These Terms are governed by the laws of the State of California without regard to conflict of law principles. You and DataSight submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Clark County, Nevada for resolution of any lawsuit or court proceeding permitted under these Terms. We operate the Service from our offices in Nevada, and we make no representation that Materials included in the Service are appropriate or available for use in other locations.
20.3 Additional Terms
20.4 Consent to Electronic Communications
20.5 Contact Information
20.6 Notice to California Residents
20.7 No Support
21. Notice Regarding Apple
Data Processing Attachment
1.1 In this DPA:
a. “Controller,” “Data Subject,” “Personal Data,” “Personal Data Breach,” “Processing,” “Processor,” and “Supervisory Authority,” have the meaning given to them in the GDPR.
b. “Customer Personal Data” means any Data that constitutes Personal Data, the Processing of which is subject to Data Protection Law, for which Customer or Customer’s customers are the Controller, and which is Processed by Company to provide the Service;
c. “Data Protection Law” means Data Protection Directive 95/46/EC, General Data Protection Regulation (EU) 2016/679 (“GDPR”), the United Kingdom General Data Protection Regulation, and e-Privacy Directive 2002/58/EC (as amended by Directive 2009/136/EC), and their national implementations in the European Economic Area (“EEA”), Switzerland and the United Kingdom, each as applicable, and as may be amended or replaced from time to time;
d. “Data Subject Rights” means Data Subjects’ rights to information, access, rectification, erasure, restriction, portability, objection, and not to be subject to automated individual decision-making in accordance with Data Protection Law;
e. “International Data Transfer” means any transfer of Customer Personal Data from the EEA, Switzerland or the United Kingdom to an international organization or to a country outside of the EEA, Switzerland and the United Kingdom;
f. “Privacy Shield” means the self-regulatory framework administered by the U.S. Department of Commerce in accordance with EU Commission Implementing Decision (EU) 2016/1250 of 12 July 2016 pursuant to Directive 95/46/EC of the European Parliament and of the Council on the adequacy of the protection provided by the EU-U.S. Privacy Shield (OJ L 207, 1.8.2016, p. 1-112) and as approved by the Swiss Federal Council on January 11, 2017, each as applicable, and may be amended or replaced from time to time;
g. “Subprocessor” means a Processor engaged by Company to Process Customer Personal Data; and
h. “Standard Contractual Clauses” means the clauses annexed to EU Commission Decision 2010/87/EU of 5 February 2010 on standard contractual clauses for the transfer of personal data to processors established in third countries under Directive 95/46/EC of the European Parliament and of the Council (OJ L 39, 12.2.2010, p. 5-18).
2. Scope and applicability
2.1 This DPA applies to Processing of Customer Personal Data by Company to provide the Service.
2.2 The subject matter, nature and purpose of the Processing, the types of Customer Personal Data and categories of Data Subjects are set out in Appendix 2.
2.3 Customer is a Controller and appoints Company as a Processor on behalf of Customer in relation to the purposes set out in Appendix 2. Customer is responsible for compliance with the requirements of Data Protection Law applicable to Controllers.
2.4 If Customer is a Processor on behalf of other Controller(s), then Customer is the single point of contact for Company; must obtain all necessary authorizations from such other Controller(s); undertakes to issue all instructions and exercise all rights on behalf of such other Controller(s); and is responsible for compliance with the requirements of Data Protection Law applicable to Processors.
2.5 Customer acknowledges that Company may Process Personal Data relating to the operation, support, or use of the Service for its own business purposes, such as billing, account management, data analysis, benchmarking, technical support, product development, and compliance with law. Company is the Controller for such Processing and will Process such data in accordance with Data Protection Law. Such Processing shall not be subject to the terms of this DPA.
3.1 Company will Process Customer Personal Data to provide the Service and in accordance with Customer’s documented instructions.
3.2 The Controller’s instructions are documented in this DPA, the Terms, and any applicable statement of work.
3.3 Customer may reasonably issue additional instructions as necessary to comply with Data Protection Law. Company may charge a reasonable fee to comply with any additional instructions.
3.4 Unless prohibited by applicable law, Company will inform Customer if Company is subject to a legal obligation that requires Company to Process Customer Personal Data in contravention of Customer’s documented instructions.
5. Security and Personal Data Breaches
7.1 Taking into account the nature of the Processing, and the information available to Company, Company will assist Customer, including, as appropriate, by implementing technical and organizational measures, with the fulfilment of Customer’s own obligations under Data Protection Law to: comply with requests to exercise Data Subject Rights; conduct data protection impact assessments, and prior consultations with Supervisory Authorities; and notify a Personal Data Breach.
7.2 Company will maintain records of Processing of Customer Personal Data in accordance with Data Protection Law.
7.3 Company may charge a reasonable fee for assistance under this Section 7. If Company is at fault, Company and Customer shall each bear their own costs related to assistance.
8.1 Upon reasonable request, Company must make available to Customer all information necessary to demonstrate compliance with the obligations of this DPA and allow for and contribute to audits, including inspections, as mandated by a Supervisory Authority or reasonably requested no more than once a year by Customer and performed by an independent auditor as agreed upon by Customer and Company. The foregoing shall only extend to those documents and facilities relevant and material to the processing of Customer Personal Data, and shall be conducted during normal business hours and in a manner that causes minimal disruption.
8.2 Company will inform Customer if Company believes that Customer’s instruction under Section 8.1 infringes Data Protection Law. Company may suspend the audit or inspection, or withhold requested information until Company has modified or confirmed the lawfulness of the instructions in writing.
8.3 Company and Customer each bear their own costs related to an audit.
9. International Data Transfers
12. Termination and return or deletion
13. Modification of this DPA
14. Invalidity and severability
Description of the Processing
1. Data Subjects
2. Categories of Customer Personal Data
3. Sensitive data
The Customer Personal Data Processed concern the following special categories of data (please specify):
1 The Service are not intended to Process special categories of data.
4. Processing operations
The Customer Personal Data will be subject to the following basic Processing activities (please specify):
1 The DataSight services create legible notes from recorded voice conversations using proprietary technologies for automated speech recognition (ASR), keyword extraction and voice to text synchronization. Data may be ingested directly via recording using a mobile or web application, upload of audio files or synchronization with other applications including cloud storage or online video conferencing that store or capture recorded audio. Audio is processed in cloud infrastructure and delivered to the DataSight application where it may be consumed or downloaded in a variety of formats.
Physical Access Controls
System Access Controls
Data Access Controls
California Data Processing Attachment
- Definitions. “Business Purpose,” “Consumer,” “Personal Information,” “Selling,” and “Service Provider” shall have the respective meanings given to them in the California Consumer Privacy Act of 2018 (California Civil Code §§ 1798.100 to 1798.199) and its implementing regulations, as amended or superseded from time to time (“CCPA”).
- Scope. The terms of this CCPA DPA shall apply only to Company’s collection, retention, use, disclosure, and sale of Personal Information governed by the CCPA that Customer provides to Company as a Service Provider, or Company collects from or on behalf of Customer as a Service Provider, in connection with the Services or to perform a Business Purpose (“Customer Personal Information”).
- Role. The parties acknowledge and agree that Customer appoints Company as a Service Provider to process Customer Personal Information on behalf of Customer.
- Restrictions on Processing. Company is prohibited from (i) retaining, using, or disclosing Customer Personal Information for any purpose other than for the specific purpose of performing the Services or as otherwise permitted by the CCPA or the Terms and (ii) further collecting, Selling, or using the Customer Personal Information, except as necessary to perform the Services.
- Assistance. Company will provide reasonable assistance to Customer for the fulfillment of Customer’s obligations to respond to CCPA data-rights requests of Consumers.