2.1. The Administration of the Service grants the User the right to use the Service under the terms of a simple (non-exclusive) license within the limits of the functional capabilities of the Service without the right to conclude a sublicense agreement. The use of the Service is provided to the User by arranging access to the Service by creating a Retell Account.
2.2. The terms of the User under this Agreement apply to any changes in the software services (tools) of the Service (updates) that were already available to the User. Using the new version of the Service, the User accepts the terms of this Agreement for the relevant changes. New functionality of the Service becomes available to the user, unless such an update is accompanied by other conditions.
2.3. A simple (non-exclusive) license to use the Service in the ways specified in this Agreement is granted to the User on the territory of all countries of the world for the period provided for by the Plan chosen by the User, and in relation to the volume established by the Quota - for the period of validity of the exclusive right to the Service, if the Service is not blocked by Service Administration earlier, in accordance with clause 5.4.6 of the Agreement.
3.1. The Service Administration grants the User the right to use the Service, access to which is provided to the User in accordance with the terms of this Agreement, in the following ways:
3.1.1. With a free plan, the User has the right to use the Quota of symbols allocated by the Service per month exclusively for the voice acting of the content. At the same time, the User is not able to change the language of the voice acting of his resource and disable the broadcast of the Advertising Listening on his Site.
3.1.2. With paid plans the User has the right to use the paid monthly Quota of characters for the voice acting of the content, as well as choose the desired voice at his discretion and the right to use all the functionality for working with voiced material: creating podcasts, creating playlists, etc. The User also has the ability to disable the broadcast of the Advertising Play on his Site at his own discretion.
3.2. The scope of the granted right to use the Service depends on the Plan paid by the User.
3.3. Regardless of the selected Plan, the User is prohibited from:
3.3.1. Allow the use of the Service in any form by third parties, including, but not limited to, by providing third parties with access to the Account;
3.3.2. Perform any actions aimed at deciphering the source code of the Service, copying the Service (including, without limitation, exporting the Service to external sources), creating other results of intellectual activity based on the Service, or using the Service / its individual elements, as well as perform any other unauthorized by the Service Administration actions that can lead to a violation of the Service Administration's exclusive right to the Service;
3.3.3. Perform any actions aimed at overcoming the technical capabilities of the Service;
3.3.4. Use the Service to send spam mailings of commercial or non-commercial nature to users without obtaining their consent.
3.3.5. Use in the course of working with the Service materials and information that:
22.214.171.124. Are inconsistent with the requirements of the law, harmful, unethical, offensive, inaccurate, inciting, vulgar or pornographic, inciting to violence, to commit illegal activities, violate generally accepted moral rules and norms of behavior, contain threats, propaganda of hatred and/or discrimination and/or extremism, otherwise violate the rights of third parties and/or applicable law. The Service Administration will provide any necessary assistance in meeting the requirements of the authorized bodies related to the identification of the User who violated the above requirements, if applicable, including the provision of such User's personal data, as well as the removal of relevant materials and information and the exclusion of public access to them;
126.96.36.199. Contain information that is not permitted to be disclosed, regardless of the grounds for restrictions on such disclosure;
188.8.131.52. Represent or contain malicious software aimed at violating in any form (including any restrictions and/or destruction) the functionality of the Service, obtaining unauthorized access to the Service.
3.3.6. At any time when using the Service, the User guarantees that the materials and information uploaded to the Service do not violate any rights of third parties, including the rights to the results of intellectual activity and equated means of individualization, the confidentiality of information, including that constituting a trade secret, does not harm honor, business reputation and dignity of third parties, and also complies with all applicable requirements of their country and international law, including legislation on advertising, information, personal data protection.
3.3.7. Violation of the requirements established by this section is an unconditional basis for recovering losses from the User in full, as well as blocking the Account and the Account without any compensation.
4.1. To start working with the Service, the User must go through the registration procedure by filling in the fields of the registration form. Based on the entered data, the User is assigned a unique name (login) and password. Upon completion of the registration process, the User becomes the owner of the Account and the Account. Registration on the Service does not imply the automatic assignment of any of the Plans to the User but enables the use of the Service within the scope provided for by the free quota (hereinafter referred to as the "Quota") by connecting to the Sites Service.
4.2. From the moment of registration, the User receives a Voicing Quota, which is limited to the volume of generating audio material from the text of 500,000 characters (including spaces) per month, in respect of which the use of the Service is allowed free of charge.
4.3. The User has the right to transfer the Account to any already available paid Plan, which provides for a specific amount of the license fee.
4.4. After switching to any of paid Plans, the full license fee will be automatically charged on the first day of the Settlement Period and credited to the settlement account of the Service Administration by debiting from the linked bank card (without VAT) of the User.
4.5. The change of the Plan is carried out by the User free of charge, while the current plan is valid until the end of the Settlement Period, after which the new Plan is applied provided that the User pays a license fee in the amount corresponding to the new Plan.
4.6. The funds deposited to the Service Administration are the payment of a license fee and provide the User with a non-exclusive license for the right to use the Service as a result of intellectual activity. The license fee for the use of the Service, paid by the User to the Administration of the Service in accordance with the procedure established by this Agreement, is non-refundable. The Service Administration is not responsible for the User's non-use of the Service, including when paying for the Plan, regardless of the reasons for such non-use.
4.7. The conclusion of this Agreement does not lead to the transfer to the User of any exclusive rights to the Service as a result of intellectual activity in whole or in part, including to the User Account.
4.8. The Service is provided to the User on an "as is" (as is) basis in accordance with the principle generally accepted in international practice - in the quality, scope, and functionality that these tools possess as part of the Service. This means that the Service Administration does not give any guarantees and does not bear any responsibility regarding the error-free and uninterrupted operation of the Service on the User's devices, their individual components and/or functionality, compatibility with other software products used by the User, the compliance of the Service with specific goals and expectations. User, and also does not provide any other guarantees not expressly specified in this Agreement.
4.9. Granting the right to use the Service does not affect the financial performance of the User (for example, an increase in demand and sales). The Administration of the Service is not responsible for the failure of the User to achieve the economic result that the User believes it is possible to achieve when using the Service, in particular, but without limitation, does not pay the User any losses associated with income shortfall compared to the User's expectations in connection with the use of the Service.
4.10. The Administration of the Service provides technical support to the User, including on issues related to the functionality of the Service and the peculiarities of its operation. A separate fee for the provision of technical support to the User as part of the work with the Service is not charged.
5.1. The user is obliged:
5.1.1. Fully familiarize yourself with this Agreement before registering on the Site and using the Service. Registration of the User on the Service means the full and unconditional acceptance by the User of the terms of this Agreement and is recognized as acceptance of the offer.
5.1.2. Do not take actions that may be considered as violating the laws of his country or international law, including in the field of intellectual property, including issues of copyright and/or related rights, as well as any actions that lead or may lead to a violation of the normal operation of the Service and the rights of the Service Administrator and other Users.
5.1.3. At least once a month, get acquainted with the current content of this Agreement posted at https://retell.cc/terms, as well as the Plans. Continued use of the Service following the posting of changes to this Agreement or the Plans constitutes acceptance of such changes.
5.1.4. Do not transfer passwords and logins used to access the Service to third parties, ensure the confidentiality of their use. In case of unauthorized access to the Service using the User Account, the User is obliged to immediately notify the Service Administration about this. The Service Administration has the right to block the account without any compensation if it is established that the User Account is used by third parties.
5.1.5. The Service is protected by the laws of the United States of America on intellectual property and applicable international law, all exclusive rights to the Service, accompanying materials, and any copies of it, belong to the Service Administration. The right to use the Service is granted to the User solely on the terms and to the extent stipulated by this Agreement. The use of the Service, as well as its content, design elements, text, graphics, program codes, databases, and other objects and elements of the Service available to the User, is possible only within the framework of the intended use of the functionality of the Service. Any other use of the Service, the Site, the Account, and any of their elements is a violation of this Agreement and the basis for blocking access to the Service without any compensation.
5.1.6. The User undertakes not to use software that provides automatic downloading and processing (parsing) of the Service web pages in order to obtain the necessary data (not to "parse" the Service web pages).
5.2. The user has the right:
5.2.1. Get access to the Service at any time in the amount established by the Plan or Quota for the free use of the Service, except for the time of preventive and other technical work.
5.2.2. Use the Service solely within its functionality and on the terms established by this Agreement.
5.2.3. Independently change the password used in the Account without notifying the Administration of the Service, if such functionality is provided by the Service.
5.2.4. At any time, apply to delete the Account and information about the User stored in the Service. The deletion of the Account and information about the User stored on the Service is carried out within 7 (seven) working days from the date of receipt of the relevant application from the User. When deleting the Account, the license fee paid by the User under this Agreement is non-refundable.
5.2.5. From the moment of deletion of the User Account, this Agreement is considered terminated in relation to the relevant User.
5.2.6. The User bears other rights and obligations established by this Agreement.
5.3. The Service Administration is obliged to:
5.3.1. Provide the User with access to the Service no later than 5 (five) working days from the date of registration of the User on the Service on the terms established by this Agreement.
5.3.2. Ensure the operation of the Service in accordance with the terms of this Agreement around the clock, seven days a week, including weekends and holidays, except for the time of preventive and other technical work.
5.3.3. Ensure the safety of the User's data posted in the Service for 90 (ninety) calendar days from the moment the User last used the Service, unless otherwise caused by failures of a third party - the cloud storage of the Service.
5.4. The Service Administration has the right to:
5.4.1. Suspend the operation of the Service to carry out the necessary scheduled preventive and repair work on the technical resources of the Administration of the Service, as well as unscheduled work in emergency situations, notifying the User about this by posting relevant information on the Site. This information is posted on the Site only if it is technically possible to do so.
5.4.2. Interrupt the operation of the Service if this is due to the impossibility of using information and transport channels that are not the own resources of the Administration of the Service, or the action and/or inaction of third parties if this directly affects the operation of the Service, including in an emergency.
5.4.3. Update the content, functionality, and user interface of the Service at any time at its sole discretion.
5.4.4. Involve third parties to ensure the operation of the Service at its own discretion.
5.4.5. Change the amount of the license fee unilaterally, having previously notified the User by posting the relevant information on the Plans page in the public domain.
5.4.6. Block and/or delete the User Account, including all information content of the User Account without notifying the User and explaining the reasons in case of non-use of the Service or use of the Service free of charge for 90 (ninety) calendar days, as well as in case of violation by the User of the terms of this Agreement, the current Russian legislation, in case of receipt of claims from third parties about the violation by the User of applicable law or the rights of third parties, or in case of requirements of authorized state bodies, as well as in other cases established by the Agreement. In case of blocking or deletion of the User Account due to violation of the terms of this Agreement, the license fee received from the User at the time of blocking is non-refundable. From the date of blocking and/or deletion of the Account, this Agreement is considered terminated in relation to the relevant User.
5.4.7. Indicate the User who is a legal entity or an individual entrepreneur, if applicable, as a client in their own promotional, advertising materials, as well as on the Site without obtaining additional consent from the User.
5.4.8. Change the free voice quota up or down at your sole discretion at any time.
5.4.9. Make changes to the design, display method, and/or appearance of the Advertisements placed on Advertising Spaces at its own discretion, both as part of experiments and on an ongoing basis. If possible, the Service will notify the User about such changes and/or about conducting appropriate experiments.
5.4.10. Use the materials and information uploaded to the Service by the User in order to improve the functionality of the Service without obtaining additional consent from the User for these actions.
6.1. This Agreement shall enter into force from the date of acceptance and shall be valid until the full fulfillment of their obligations by the Parties.
6.2. This Agreement may be terminated early at the initiative of the Administration of the Service in case of violation by the User of the terms of this Agreement without returning any funds to the latter.
6.3. The Service Administration has the right at any time to unilaterally amend the terms of granting the rights to use the Service and/or this Agreement by posting information about it on the Site in public access and amending this Agreement. If the Administration of the Service makes changes to this Agreement, they come into force for the User already using the Service, starting from the next Billing period of the Service provided for by the Tariff used by the User. Continued use of the Service by the User after making changes and/or additions to the Agreement in the Billing Period means the User's acceptance and consent to such changes and/or additions.
6.4. In all other cases, the specified changes in the terms of this Agreement come into force from the date of their publication, unless otherwise specified in the relevant publication.
Retell Technologies Inc.
919 North Market Street Suite 950
Wilmington, DE 19801
Phone: +1 (929) 506-28-31