LAST UPDATED: 22nd February 2020

Please read these Terms and Conditions ("Terms", "Terms and Conditions") carefully before using the https://vocoda.co.uk website and the Vocoda mobile application (the "Service") operated by Vocoda Technologies Ltd ("us", "we", or "our").

Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service.
By accessing or using the Service you agree to be bound by these Terms. If you disagree with any part of the terms, then you may not access the Service.

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1. SUBSCRIPTIONS

Some parts of The Service are billed on a subscription basis ("Subscription(s)"). By signing up to The Service and providing payment details you (“The User”) will be agreeing to engage in to a contract with VoCoda Technologies Ltd. The particular of the contract are detailed below

1.1    PAYMENT METHODS
Upon sign up to The Service you will be required to provide a suitable payment method. This will be used to charge any fees applicable for the account. You will be able to change the payment method at any time during your contract period to an alternative valid payment method.

1.2    CONTRACT LENGTH
You will be engaged in a rolling monthly contract that spans from the beginning of the calendar month to the next. If you sign up part way through the month, the full monthly fee will be required and will again be charged on the 1st day of each month thereafter. Full monthly credit will be applied to the account as soon as the first payment is made.

1.3    FEES
The following section describes the fees chargeable for subscribing to The Service on a designated tariff
 

1.3.1    Tariff Charges
When a user signs up to The Service they will have selected a tariff to which an associated fee will be applicable. Payment will cover usage of the app for the calendar month for which it has been paid only.
 

1.3.2    Changing Tariff
If you wish to change your tariff you can do this at any time by contacting the Vocoda support team. Any changes will be applied from the beginning of the next month and the appropriate subscription fee will be charged to the held payment details.
 

1.4    CANCELLATION
You are free to cancel the service at any time. If you cancel before the end of the month, you will retain access to the service until the end of the calendar month. No refund will be issued for remaining calendar period. If for any reason you cancel before the end of the month and a payment is collected in the next month, this will be automatically refunded to you within 10 working days of the start of the new period.
 

1.5    TERMINATION OF CONTRACT
Vocoda Technologies reserve the right to cancel the contract at any time. Any subscriber will be given notice of at least 30 days if contract termination is forthcoming.
 

2. NON-PAYMENT OF SUBSCRIPTION FEE

If for whatever reason we are unable to collect the monthly fee on the designated payment date, we will contact you on the details you provided at signup. If a subsequent non-payment occurs, then the access to The Service will be suspended until payment is received.

3. REFUND POLICY

Refunds of monthly subscription fees will not be issued by Vocoda Technologies Ltd unless one is due for payment taken following late cancellation. Please refer to section 1.4 of this document in relation to our cancellation policy.
 

4. DATA PRIVACY

Vocoda Technologies Ltd may collect, use and process any obtained data only according to the VoCoda Privacy Policy, available at https://www.vocoda.com/privacy-policy.  

5. OWNERSHIP OF INTELLECTUAL PROPERTY

Vocoda Technologies Ltd will retain all interest in and to The Services, including all documentation, modifications, improvements, upgrades, derivative words, and all other Intellectual Property rights in connection with The Service, including Vocoda's name, logos, and trademarks reproduced through The Service.

6. LINKS TO OTHER WEB SITES

Our Service may contain links to third-party web sites or services that are not owned or controlled by Vocoda Technologies Ltd.

Vocoda Technologies Ltd has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party web sites or services. You further acknowledge and agree that Vocoda Technologies Ltd shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web sites or services.

7. CHANGES TO TERMS AND CONDITIONS

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will try to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

8. DISCLAIMER

The Service is provided "as is," without any warranties of any kind. To the fullest extent permissible under applicable law, the Company disclaims all such warranties, express or implied, including, but not limited to, warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, freedom from errors, suitability of content, or availability.

9. LIMITATION ON LIABILITY

9.1    MUTUAL LIMIT ON LIABILITY. 
Neither party will be liable for breach-of-contract damages suffered by the other party that are remote or speculative, or that could not have reasonably been foreseen on entry into this agreement.

9.2    MAXIMUM LIABILITY. 
Vocoda Technologies Ltd's liability under this agreement will not exceed the fees paid by The User under this agreement during the 12 months preceding the date upon which the related claim arose.

10. FORCE MAJEURE

10.1    DEFINITION
"Force Majeure Event" means the occurrence of:
(a) an act of war (whether declared or not), hostilities, invasion, act of foreign enemies, terrorism or civil disorder;
(b) ionising radiations, or contamination by radioactivity from any nuclear fuel, or from any nuclear waste from the combustion of nuclear fuel, radioactive toxic explosive or other hazardous properties of any explosive nuclear assembly or nuclear component thereof;
(c) pressure waves from devices travelling at supersonic speeds or damage caused by any aircraft or similar device;
(d) a strike or strikes or other industrial action or blockade or embargo or any other form of civil disturbance (whether lawful or not), in each case affecting on a general basis the industry related to the affected Services and which is not attributable to any unreasonable action or inaction on the part of the Company or any of its Subcontractors or suppliers and the settlement of which is beyond the reasonable control of all such persons;
(e) specific incidents of exceptional adverse weather conditions in excess of those required to be designed for in this Agreement which are materially worse than those encountered in the relevant places at the relevant time of year during the twenty (20) years prior to the Effective Date;
(f) tempest, earthquake or any other natural disaster of overwhelming proportions; pollution of water sources resulting from any plane crashing into the head office of Vocoda Technologies Ltd;
(g) discontinuation of electricity supply, not covered by the agreement concluded with the registered utility company; or
(h) other unforeseeable circumstances beyond the control of the Parties against which it would have been unreasonable for the affected party to take precautions and which the affected party cannot avoid even by using its best efforts, which in each case directly causes either party to be unable to comply with all or a material part of its obligations under this Agreement;

10.2    OBLIGATIONS
Neither Party shall be in breach of its obligations under this Agreement (other than payment obligations) or incur any liability to the other Party for any losses or damages of any nature whatsoever incurred or suffered by that other (otherwise than under any express indemnity in this Agreement) if and to the extent that it is prevented from carrying out those obligations by, or such losses or damages are caused by, a Force Majeure Event except to the extent that the relevant breach of its obligations would have occurred, or the relevant losses or damages would have arisen, even if the Force Majeure Event had not occurred (in which case this Clause 20 shall not apply to that extent).

10.3    SUBMITTING PROOF
As soon as reasonably practicable following the date of commencement of a Force Majeure Event, and within a reasonable time following the date of termination of a Force Majeure Event, any Party invoking it shall submit to the other Party reasonable proof of the nature of the Force Majeure Event and of its effect upon the performance of the Party's obligations under this Agreement.

10.4    OPERATING PRACTICES
The Company shall, and shall procure that its Subcontractors shall, at all times take all reasonable steps within their respective powers and consistent with Good Operating Practices (but without incurring unreasonable additional costs) to:
(a)    prevent Force Majeure Events affecting the performance of the Company's obligations under this Agreement;
(b)    mitigate the effect of any Force Majeure Event; and
(c)    comply with its obligations under this Agreement.

The Parties shall consult together in relation to the above matters following the occurrence of a Force Majeure Event.

Should paragraph (10.1) apply as a result of a single Force Majeure Event for a continuous period of more than [180] days then the parties shall endeavour to agree any modifications to this Agreement (including without limitation, determination of new tariffs (if appropriate) in accordance with the provisions of Clause 5 (e)) which may be equitable having regard to the nature of the Force Majeure Event and which is consistent with the Statutory Requirements.

11. CONTACT US

If you have any questions about these Terms, please contact us at hello@vocoda.co.uk.