1. Overview. SoundHound is the provider of Hound, an Internet based speech recognition application that allows people to search for and access the latest sports, entertainment, weather and other types of information using just the sound of their voice. In addition to offering easy access to relevant information, we also provide a powerful API called Houndify for software developers looking to add speech recognition to a wide variety of applications.
2. Eligibility. By agreeing to these Terms, you represent and warrant to us: (i) that you are at least eighteen (18) years old, or if you are not at least eighteen (18) years old, you are at least thirteen (13) years old and have downloaded or are using the SoundHound Service only in conjunction with, and under the supervision of, your parent or guardian; (ii) that you have not previously been suspended or removed from the Service; and (iii) that your use of the Service is in compliance with any and all applicable laws and regulations.
3. Mobile Carrier Fees. You are solely responsible for your use of the Service on your mobile device, including without limitation compliance with these and any applicable third party terms, and payment of any applicable third party fees. Without limiting the foregoing, you are solely responsible for the payment of all applicable fees associated with any mobile network operator (“Carrier”) service plan you use in connection with your use of the Service (such as voice, data, SMS, MMS, roaming, other applicable fees charged by the Carrier). Accordingly, you should use care in selecting a service plan offered by your Carrier. If your device is lost or stolen, you must notify SoundHound immediately to suspend services.
4. 911 EMERGENCY DISCLAIMER. SOUNDHOUND DOES NOT GUARANTEE THAT YOU WILL BE ABLE TO USE THE SERVICE TO CONTACT FIRE, MEDICAL OR POLICE PERSONNEL IN A TIMELY MANNER OR AT ALL. IF YOU EXPERIENCE AN EMERGENCY IMMEDIATELY DISCONTINUE YOUR USE OF THE SERVICE AND DIAL 911.
5. Prohibited Conduct. BY USING THE SERVICE YOU AGREE NOT TO:
5.1 use the Service for any illegal purpose, or in violation of any local, state, national, or international law;
5.2 interfere with security-related features of the Service, including without limitation 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 the Service or any part thereof except to the extent that such activity is expressly permitted by applicable law;
5.3 interfere with the operation of the Service or any user’s enjoyment of the Service, including without limitation by (i) upload or otherwise disseminate viruses, adware, spyware, worms, or other malicious code; (ii) collect or attempt to collect personal information about another user or third party without consent; (iii) take any action (directly or indirectly) that imposes or may impose (as determined by SoundHound in its sole discretion) an unreasonable or disproportionately large load on SoundHound's or its third party providers' infrastructure; or (iv) interfere with or disrupting any networks, equipment, or servers connected to or used to provide the Service, or violate the regulations, policies, or procedures of such networks, equipment, or servers;
5.4 perform any fraudulent activity including impersonating any person or entity, claiming false affiliation; misrepresenting the source, identity or content of information transmitted via the Service; or falsifying your age or date of birth;
5.5 sell or otherwise transfer the access granted under these Terms, or any right or ability to view, access, or use any part of the Service; or
5.6 attempt to do any of the foregoing in this Section 5, or assist or permit any persons in engaging or attempting to engage in any of the activities described in this Section 5.
SOUNDHOUND RESERVES THE RIGHT TO DISABLE ANY USER'S ACCESS TO THE SERVICE OR ANY PART OF THE SERVICE, FOR ANY REASON AND WITHOUT ANY NOTICE.
6. Third-Party Services and Linked Websites. SoundHound may provide tools through the Service that enable you to export certain types of user information to third party services. By using these tools, you agree that we may transfer such information to the applicable third-party service. Such third party services are not under our control, and we are not responsible for their use of your exported information. The Service may also contain links to third-party websites. Such linked websites are not under our control, and we are not responsible for their content.
7. Termination of Use; Discontinuation and Modification of the Service. If you violate any provision of these Terms, your permission to use the Service will terminate automatically. Additionally, SoundHound, in its sole discretion may suspend or terminate your access to the Service at any time, with or without notice. We also reserve the right to modify or discontinue the Service at any time (including, without limitation, by limiting or discontinuing certain features of the Service) without notice to you. We will have no liability whatsoever on account of any change to the Service or any suspension or termination of your access to or use of the Service.
8.2 Additional Terms. Your use of the Service is subject to the End User License Agreement for the Hound App (the “EULA”) (if you download or otherwise use the Hound App) as well as any and all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to on the Service (the "Additional Terms"). All such Additional Terms are hereby incorporated by reference into, and made a part of, these Terms.
9. Ownership; Proprietary Rights.
9.1 The Service is owned and operated by SoundHound. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service (the “Materials”) provided by SoundHound are protected by all relevant intellectual property and proprietary rights and applicable laws. All Materials contained in the Service are the property of SoundHound or our third-party licensors. Portions of the Materials may include “open source” software which is subject to different terms than the ones contained here. For a complete listing of the open source software contained in the Materials and the licenses governing your use of such software please visit our copyright notices page. Except as expressly authorized by SoundHound, you may not make use of the Materials. SoundHound reserves all rights to the Materials not granted expressly in these Terms.
9.2 You hereby grant SoundHound an irrevocable, non-exclusive, transferable, royalty-free, sublicensable, worldwide license to use, modify, reproduce, publicly display, publicly perform, distribute, store, collect, copy, transmit, transfer, process, and make derivative works of audio recordings of your voice interactions with the Service (“Recordings”), including without limitation to (i) to provide the Service, (ii) to facilitate the provision of new products, updates, enhancements and other services, (iii) to improve the Service, and (iv) to provide new products, services or technologies to You and other customers of SoundHound and its Affiliates.
10. Indemnity. You agree that you will be responsible for your use of the Service, and you agree to defend, indemnify, and hold harmless SoundHound and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (collectively, the "SoundHound Entities") from and against any and all claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees and costs, arising out of or in any way connected with (i) your access to, use of, or alleged use of the Service; (ii) your violation of these Terms or any representation, warranty, or agreements referenced herein, or any applicable law or regulation; (iii) your violation of any third-party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right; or (iv) any disputes or issues between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (and without limiting your indemnification obligations with respect to such matter), and in such case, you agree to cooperate with our defense of such claim.
11. Warranty Disclaimers; Limitation of Liability. THE HOUND APP AND THE SERVICE ARE PROVIDED ON AN "AS IS" BASIS, WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SOUNDHOUND DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE, QUALITY, AND NONINFRINGEMENT. SOUNDHOUND EXPRESSLY DISCLAIMS ANY WARRANTIES OF ANY KIND WITH RESPECT TO THE ACCURACY OR FUNCTIONALITY OF LOCATION BASED SERVICES, AND WITH RESPCT TO THE ACCURACY, VALIDITY, OR COMPLETENESS OF ANY INFORMATION OR FEATURES AVAILABLE THROUGH THE SERVICE, OR THE QUALITY OR CONSISTENCY OF THE SERVICE. SOUNDHOUND FURTHER DISCLAIMS ANY WARRANTY OR LIABILITY RELATED TO YOUR CARRIER’S NETWORK OR SERVICE. UNDER NO CIRCUMSTANCES WILL SOUNDHOUND BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, PUNITIVE AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SERVICE, INCLUDING WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES RESULTING FROM COMMUNICATIONS OR MEETINGS WITH OTHER USERS OF THIS SERVICE OR PERSONS YOU MEET THROUGH THE SERVICE. IN NO EVENT WILL SOUNDHOUND’S AGGREGATE LIABILITY FOR DAMAGES ARISING OUT OF THESE TERMS, THE EULA, OR ANY ADDITIONAL TERMS EXCEED TEN DOLLARS ($10 USD). SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH AN EVENT THE ABOVE LIMITATIONS WILL BE ENFORCED TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.
THE SERVICE MAY CONTAIN TRANSLATIONS POWERED BY GOOGLE. GOOGLE DISCLAIMS ALL WARRANTIES RELATED TO THE TRANSLATIONS, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, RELIABILITY, AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
12. Governing Law. These Terms will be governed by the laws of the State of California without regard to conflict of law principles. To the extent that any lawsuit or court proceeding is permitted hereunder, you and SoundHound agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within Santa Clara County, California for the purpose of litigating all such disputes. We operate the Service from our offices in Santa Clara, and we make no representation that Materials included in the Service are appropriate or available for use in other locations.
13. Dispute Resolution and Arbitration
13.1 Generally. In the interest of resolving disputes between you and SoundHound in the most expedient and cost effective manner, you and SoundHound agree that any and all disputes arising in connection with these Terms must be resolved by binding arbitration. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. Our agreement to arbitrate disputes includes, but is not limited to all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory, and regardless of whether the claims arise during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND SOUNDHOUND ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
13.2 Exceptions. Notwithstanding subsection 13.1, we both agree that nothing herein will be deemed to waive, preclude, or otherwise limit either of our right to (i) bring an individual action in small claims court, (ii) pursue enforcement actions through applicable federal, state, or local agencies where such actions are available, (iii) seek injunctive relief in a court of law, or (iv) to file suit in a court of law to address intellectual property infringement claims.
13.3 Arbitrator. Any arbitration between you and SoundHound will be governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, "AAA Rules") of the American Arbitration Association ("AAA"), as modified by these Terms, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting SoundHound.
13.4 Notice; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other, by certified mail or Federal Express (signature required), or in the event that we do not have a physical address on file for you, by electronic mail ("Notice"). SoundHound's address for Notice is: SoundHound, Inc., 3979 Freedom Circle, Suite 400, Santa Clara, CA 95054. The Notice must (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought ("Demand"). We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 30 days after the Notice is received, you or SoundHound may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or SoundHound must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. In the event our dispute is finally resolved through arbitration in your favor, SoundHound will pay you (i) the amount awarded by the arbitrator, if any; (ii) the last written settlement amount offered by SoundHound in settlement of the dispute prior to the arbitrator’s award; or (iii) $1,000, whichever is greater.
13.5 Fees. In the event that you commence arbitration in accordance with these Terms, SoundHound will reimburse you for your payment of the filing fee, unless your claim is for greater than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearings will take place at a location to be agreed upon in San Jose, California provided that if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted (i) solely on the basis of documents submitted to the arbitrator; (ii) through a non-appearance based telephonic hearing; or (iii) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In such case, you agree to reimburse SoundHound for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
13.6 No Class Actions. YOU AND SOUNDHOUND AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and SoundHound agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
13.7 Modifications. In the event that SoundHound makes any future change to this arbitration provision (other than a change to SoundHound's address for Notice), you may reject any such change by sending us written notice within 30 days of the change to SoundHound's address for Notice, in which case your right to access the Service will be immediately terminated and this arbitration provision, as in effect immediately prior to the amendments you reject will survive.
13.8 Enforceability. If Subsection 13.6 is found to be unenforceable or if the entirety of this Section 13 is found to be unenforceable, then the entirety of this Section 13 will be null and void and, in such case, the parties agree that the exclusive jurisdiction and venue described in Section 12 will govern any action arising out of or related to these Terms.
16. Contact Information. The services hereunder are offered by SoundHound, Inc., located at 3979 Freedom Circle, Suite 400, Santa Clara, CA 95054. You may contact us by sending correspondence to the foregoing address or by emailing us at firstname.lastname@example.org. If you are a California resident, you may have these Terms mailed to you electronically by sending a letter to the foregoing address with your electronic mail address and a request for these Terms.
Last Updated: June 1, 2015