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Voia Terms of Service

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Welcome to the Voia! These terms of service, the Privacy Policy (“Privacy Policy”), and all other terms and policies posted on voia.com (collectively, these “Terms of Service”) govern your access to, and use of, the Voia application (“App”), the Voia web application, (together with the App, the “Platform”) voia.com (“Website”) and any other applications, content, products, and services (each a “Service” and collectively, the “Services”) made available by Voia Inc. or its affiliates (collectively, “Voia”, “we” or “us”). By using the Services, you agree to and accept these Terms of Services. If you do not want to agree to these Terms of Service, you must not access or use the Services. Please read these Terms of Service carefully as they constitute a legal agreement between you and Voia.

As used in these Terms of Service, “you” and “your” means you individually and any person acting as your agent, under your authority, or with your permission and, if you are accepting these Terms of Service on behalf of a company or other legal entity, that legal entity. If you are accessing the Services on behalf of an entity, you hereby agree to these Terms of Service on your behalf and on behalf of such entity. No one under thirteen (13) years of age is allowed to access or use the Services. If you are under eighteen (18) years of age, you may only use the Services with the prior consent of your parent or legal guardian. Please be sure your parent or legal guardian has reviewed and discussed these Terms of Service with you before you start using the Services. By accessing and/or using any of the Services, you affirm that you are at least eighteen (18) years of age or, if you are not, that your parent or guardian has carefully reviewed these Terms of Service, and that you have obtained parental or guardian consent to enter into these Terms of Service. If you are not of legal age to enter into these Terms of Service and/or have not obtained parental or guardian consent to enter into these Terms of Service, then you may not access and/or use any of the Services and/or any part thereof.

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PLEASE CAREFULLY READ THESE TERMS OF SERVICE. BY ACCESSING AND/OR USING THE SERVICES, YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THESE TERMS OF SERVICE AND THE PRIVACY POLICY. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THESE TERMS OF SERVICE AND THE PRIVACY POLICY, YOU MAY NOT ACCESS OR USE THE SERVICES.

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THESE TERMS OF SERVICE CONTAIN A MANDATORY ARBITRATION AGREEMENT (“ARBITRATION AGREEMENT”), REQUIRING YOU TO RESOLVE ANY DISPUTE BETWEEN YOU AND VOIA THROUGH FINAL AND BINDING INDIVIDUAL ARBITRATION, SUBJECT TO LIMITED EXCEPTIONS, RATHER THAN IN COURT, AND REQUIRING YOU TO FOREGO JURY TRIALS, CLASS, COLLECTIVE, AGGREGATE, MASS, REPRESENTATIVE, OR CONSOLIDATED ACTIONS OR PROCEEDINGS, AND ALL OTHER TYPES OF COURT PROCEEDINGS OF ANY AND EVERY KIND. YOU WILL BE BOUND, UNLESS YOU OPT-OUT OF THE ARBITRATION AGREEMENT BY FOLLOWING THE OPT-OUT PROCEDURES SET FORTH BELOW. BY ENTERING THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THE ARBITRATION SECTION AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.

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License to Use the Services

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Subject to your acceptance of and continued compliance with all of the terms and conditions of these Terms of Service, we grant you a non-exclusive, limited, non-transferable, freely revocable license to access and use the Services for your internal business use. Voia reserves all rights (including intellectual property rights) in the Services not expressly granted herein.

You hereby agree not to (a) remove any trademark, copyright or other proprietary rights notices contained in any Services, (b) challenge Voia’s or its licensors’ ownership of the Services and/or the intellectual property rights therein, (c) use Voia’s name, trademarks, and/or the name of any Services in any fan site name, domain name or app name, (d) use or adopt any names and/or trademarks that might be confusingly similar to the trademarks of Voia and/or its licensors, (e) reproduce, transfer, distribute, sell, disassemble, reverse engineer or modify the Services, and (f) use the Services for the benefit of any other person or third party. User Content (as defined below) must not include any material that is illegal and/or infringes on the rights of third parties and/or that may harm the reputation of Voia, our affiliates, our service providers and/or licensors as well as the Services. Your use and distribution of User Content must not suggest and/or imply any sponsorship by, affiliation with and/or endorsement by Voia and/or any of its affiliates. The creation and sale of merchandise based in whole or in part on any Services is expressly prohibited without Voia’s prior written permission. Voia reserves the right to require the removal, destruction and/or deletion of any User Content that does not comply with the Terms of Service.

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Voia reserves all right, title and interest in and to the Services that are not expressly granted in this Section. You shall not rent, lease, reproduce, modify, translate or create derivative works of any Services, except as expressly permitted herein, nor create any derivative works from, or in any way exploit, any of the content contained in any Services without the express written permission of Voia. 

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Voia reserves the right to terminate your license to use the Services if you violate any of the foregoing restrictions in this Section, and for any reason or for no reason at all.

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Your Voia Account

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In order to use certain Services, you may need to register for an account (“Account”). When registering for an Account, you must: (a) provide true, accurate, and complete information; and (b) establish a username and a password if required. You represent and warrant that any information you provide in connection with your Account and/or your access to and use of any Services is true, accurate and complete, and that you will maintain and promptly update such information so that it is current, true, accurate, and complete at all times. You are responsible for keeping your Account password confidential and secured and for all activities that occur through your Account, whether or not you have authorized them. IF YOU CHOOSE TO MAKE ANY OF YOUR PERSONALLY IDENTIFIABLE INFORMATION OR OTHER INFORMATION PUBLICLY AVAILABLE THROUGH OR IN CONNECTION WITH YOUR ACCESS TO AND/OR USE OF ANY SERVICES, YOU DO SO AT YOUR OWN RISK. You may not sell, transfer and/or allow others to access and/or use your Account. You will immediately notify us if you are aware of any unauthorized access to and/or use of your password or Account or any other breach of security. We will not be responsible for any loss or damage arising from your failure to comply with your responsibilities and obligations under these Terms of Service or from any activities that occur through your Account. We reserve the right in our sole and absolute discretion to suspend and/or terminate your Account and restrict your access to the Services if you do not comply with the Terms of Service, and/or any other terms and conditions that may apply to your access to and/or use of any Services.

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Modifications to the Services

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Voia reserves the right to modify, suspend or discontinue the Service (or any part thereof) with or without notice. Changes we make to the Services may require you to update your Account information or the devices or systems through which you access the Services in order to continue using the Services. You agree that Voia will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Service.

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Your Conduct

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You are responsible for all of your activity related to the Services and may not use the Services for any purpose other than as set forth in these Terms of Service. Any conduct by you that, in our sole discretion, restricts or inhibits any other user from using or enjoying the Services will not be permitted. Without limitation of the foregoing, you will not (and will not authorize any third party to):

  1. take any action that you know is false, misleading, untruthful, or inaccurate;

  2. use the Services in connection with any fraudulent or illegal conduct, transaction, or business;

  3. “spam” others or “phish” for others’ personal information;

  4. disclose your or any other person’s personal information;

  5. use the Services in a manner that is unlawful, harmful, abusive, harassing, defamatory, libelous, disparaging, profane, sexually explicit, obscene, hateful, racially or ethnically offensive, threatening, invasive of a person’s privacy, violative of any third party proprietary rights, tortious, or is otherwise inappropriate;

  6. use the Services to transmit software viruses, trojan horse, corrupted data, bot, keystroke logger, worm, time bomb, cancelbot, or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit, obtain unauthorized access to, or interfere with the proper function of the Services, including the Platform, the Website and any other software, hardware, or telecommunications equipment;

  7. take any action that imposes or may impose (as determined by Voia in its sole discretion) an unreasonable or disproportionately large load on Voia’s (or its third party providers’) infrastructure;

  8. interfere or attempt to interfere with the proper working of the Services;

  9. bypass, circumvent, or attempt to bypass or circumvent any measures Voia may use to prevent or restrict access to the Services, including the Platform, the Website and other accounts, computer systems, and networks connected thereto;

  10. frame or mirror any portion of the Services or incorporate any portion of the Services into any product or service;

  11. use meta tags or any other “hidden text” using any Voia Intellectual Property (as defined below);

  12. decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of the Platform or the Website or make or attempt to make any modification to the Services, except to the limited extent applicable laws specifically prohibit such restriction;

  13. reproduce, copy, modify, adapt, translate, make available, link, exploit for any commercial purposes, or otherwise create derivative works of the Services;

  14. sell, resell, copy, rent, lease, loan, distribute, or charge any party for access to the Services;

  15. use or launch any automated system, including “robots”, “spiders”, or “offline readers”, to access the Services;

  16. act as an intermediary, aggregator, or service bureau yourself or on behalf of any third party;

  17. impersonate or misrepresent your affiliation with Voia, our affiliates, our service providers, our licensors and/or any other person, company and/or group;

  18. post, link to, or transmit anything that infringes any patent, trademark, trade secret, copyright or other intellectual or proprietary rights of another person or company;

  19. delete any author attributions, legal notices or proprietary designations or labels that you upload to or through a Voia communication feature;

  20. attempt to interfere with, hack into, or decipher any transmissions to or from the servers from which any Services are operated;

  21. exploit any bug in any Services and to refrain from communicating the existence of any such exploitable bug (bugs that grant the end user unnatural or unintended benefits to the user), directly, indirectly and/or through public posting, to any other end user of such Services. Additionally, you agree to promptly report any such bugs to Voia;

  22. create, use or provide any server emulator or other site where any Services may be used, and to refrain from posting or distributing any utilities, emulators or other software tools related to any Services without the express written permission of Voia;

  23. post, link to, or transmit any kind of unsolicited advertising, promotional materials, “junk mail”, “spam”, “chain letters”, “pyramid schemes” or any other form of solicitation;

  24. restrict or inhibit any other person from using any Services (including, without limitation, by hacking, cracking or defacing any portion of such websites or games);

  25. attempt to use the Services on any server that is not controller or authorized by Voia or its designee; or

  26. use any services in connection with any commercial activity without Voia’s prior written consent.

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User Content

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Voia may, in Voia’s sole discretion, permit users to create, edit, and share User Content. As used in these Terms of Service, “User Content” means any and all content that you upload, create and/or edit via the Services. 

You are solely responsible for your User Content. You represent and warrant that you either are the sole and exclusive owner of all your User Content or you have all rights, licenses, consents and releases necessary to grant Voia the license to your User Content.

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User Content License Grant

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By uploading, creating, and/or editing User Content via the Services, you hereby expressly grant Voia a royalty-free, fully-paid up, sublicensable (through multiple tiers), transferable, perpetual, irrevocable, non-exclusive, worldwide right and license to maintain, update, or otherwise improve the features and functionality of the Services and to develop new products and services.

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Indemnity

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You hereby indemnify, defend and hold harmless Voia and its affiliates, suppliers, business partners, and licensors, and its and their respective employees, contractors, and agents from any and all any and all damages, costs, liabilities, losses, and expenses (including reasonable attorneys’ fees and costs) arising from any and all third party suits, actions, proceedings and/or claims related to your User Content and your use or misuse of the Services or breach of these Terms of Service. You will cooperate fully as reasonably required in the defense of any such claim. You also agree to release and discharge Voia from any and all existing and future claims you have or may have, known or unknown, relating in any way to your use of or inability to use any Service(s).

IN NO EVENT SHALL YOU HAVE ANY RIGHT TO RECOVER OR OBTAIN ANY RIGHTS IN OR TO ANY SERVICE(S), OR TO ENJOIN OR OTHERWISE INTERFERE WITH VOIA’s DEVELOPMENT, LICENSING, USE, PUBLISHING, MARKETING, SALE, DISTRIBUTION OR EXPLOITATION OF ANY SERVICE(S), OR ANY RIGHTS ASSIGNED, TRANSFERRED OR RESERVED TO VOIA UNDER THESE TERMS OF SERVICE.

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Monitoring; Termination; Suspension

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We reserve the right to delete or change any username or password. We may suspend or terminate your Account or your use of the Services at any time, for any reason or for no reason at all, including any violation of these Terms of Service. 

We reserve the right to (1) disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy, in connection with a court order or as may be required under applicable law, and (2) take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services.

You may terminate these Terms of Service at any time by discontinuing your use of the Services. 

Upon any termination of these Terms of Service by either you or us, the following sections will survive: “Your Conduct”, “User Content”, “User Content License Grant”, “Indemnity”, “No Warranty”, “Limitation of Liability”, “Feedback”, “Privacy”, “Severability & Non-Waiver”, “Assignment”, “Governing Law”, and “Dispute Resolution; Arbitration; Class Action Waiver”, together with all other provisions that by their plain meaning are intended to survive.

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App Stores

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You acknowledge and agree that the availability of the App may be dependent on the third-party from which you received the App’s license, e.g., the Apple iPhone or Android app stores (“App Store”). You acknowledge and agree that these Terms of Service are between you and Voia and not with the App Store and that Voia is responsible for the provision of the App as described in these Terms of Service. However, if you downloaded the App from the Apple App Store, Apple and its subsidiaries are third-party beneficiaries of these Terms of Service. Upon your acceptance of these Terms of Service, Apple shall have the right (and will be deemed to have accepted the right) to enforce these Terms of Service against you as a third-party beneficiary thereof. These Terms of Service incorporate by reference Apple’s Licensed Application End User License Agreement, for purposes of which, you are “the end-user”. In the event of a conflict in the terms of Apple’s Licensed Application End User License Agreement and these Terms of Service, the terms of these Terms of Service will control.

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No Warranty

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THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICES ARE AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM VOIA OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, VOIA, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, IS IN COMPLIANCE WITH ANY APPLICABLE LEGISLATION, RELIABLE OR CORRECT; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICES.

VOIA DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY HYPERLINKED WEBSITE OR SERVICE, AND VOIA WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

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Limitation of Liability

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TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL VOIA, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE SERVICES. UNDER NO CIRCUMSTANCES WILL VOIA BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VOIA ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE SERVICES; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICES; AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. NOTWITHSTANDING THE FOREGOING, VOIA’S TOTAL LIABILITY FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, WILL NOT, UNDER ANY CIRCUMSTANCES, EXCEED ONE HUNDRED DOLLARS ($100).

THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF VOIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR DAMAGES, SOME OF THE WARRANTY DISCLAIMERS AND LIMITATIONS SET FORTH IN THESE TERMS OF SERVICE MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, VOIA’S LIABILITY IS LIMITED TO, AND THE SCOPE AND DURATION OF THE WARRANTIES SET FORTH IN THESE TERMS OF SERVICE SHALL BE, THE MINIMUM PERMITTED BY APPLICABLE LAW.

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No Third-Party Beneficiaries

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You agree that, except as otherwise expressly provided in these Terms of Service, there shall be no third-party beneficiaries to these Terms of Service, except as otherwise specified in the Section “App Store” above.

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Intellectual Property

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Voia and its licensors own all right, title and interest in and to the Services. You agree that the Services, and all of Voia’s intellectual property rights contained therein, including, without limitation, all copyrights, patents, trade secrets rights, know-how, trademarks, trade names, service marks, other Voia logos and brand features, product and service names, and other rights (collectively, the “Voia Intellectual Property”) are the sole and exclusive property of Voia and its third party licensors. Without prior permission, you agree not to display or use in any manner any of the Voia Intellectual Property. Additionally, you shall not, under any circumstances, use our trade names, trademarks or service marks in connection with any product or service that is not our product or service, or in any manner that is likely to cause confusion.

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Procedure for Making Claims of Copyright Infringement

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We respect intellectual property rights, including copyrights. The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. The use of any material or content (including video or sound) is prohibited if you do not own the related intellectual property rights or own the necessary licenses.

If you believe that your work has been copied and posted on the Services in a way that constitutes copyright infringement, please send a notice to our copyright agent (identified below) that provides us with the following information requesting that such materials be removed or access to it blocked: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the exclusive copyright interest that is allegedly infringed; (2) a description of the copyrighted work that you claim has been infringed (or if multiple copyrighted works incorporated in the Services are covered by a single notification, a representative list of such works); (3) identification of the material that is claimed to be infringing or the subject of infringing activity, and information or a description reasonably sufficient to allow Voia to locate on the Services the material that you claim is infringing; (4) your address, telephone number and e-mail address; (5) a written statement by you that you have a good faith belief that the use of the work in the manner complained of is not authorized by the copyright owner, its agent or the law; and (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the exclusive copyright owner or authorized to act on the exclusive copyright owner’s behalf. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send Voia a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.loc.gov/copyright for details. Such notices and counter-notices should be sent by email to legal at voia dot com.

Among other things, Voia reserves the right to terminate the account of any person who, more than twice, posts or transmits content that is removed as the result of a notice under this Section. Contact information for notice of claims of copyright infringement is email to legal at voia dot com.

Procedure for Claims of Other Intellectual Property Infringement

If you believe that any content posted on the Services infringes your intellectual property rights, please send us a notice of infringement to legal at voia dot com with the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the intellectual property interest that is allegedly infringed; (2) a description of the work that you claim has been infringed (or if multiple works incorporated in the Services are covered by a single notification, a representative list of such works); (3) identification of the material that is claimed to be infringing or the subject of infringing activity, and information or a description reasonably sufficient to allow Voia to locate on the Services the material that you claim is infringing; (4) your address, telephone number and e-mail address; (5) a written statement by you that you have a good faith belief that the use of the work in the manner complained of is not authorized by the intellectual property owner, its agent or the law; and (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the intellectual property owner or authorized to act on the intellectual property owner’s behalf. We will review and investigate any notice of infringement, and take appropriate action, such as removing the allegedly infringing content and/or suspending the Account of the alleged infringer.

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Feedback

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We welcome your feedback about the Services. However, you acknowledge and agree that any comments, ideas, notes, suggestions or other feedback (“Feedback”) you provide is our exclusive property, and we may use all such communications in any manner, including reproducing, disclosing, and publishing such communications, all without compensation to you. You hereby assign to Voia all of your right, title, and interest in your Feedback, including all intellectual property rights therein. Please send feedback by email to feedback at voia dot com.

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Privacy

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Voia’s collection, use and disclosure of user information is subject to the Privacy Policy. Your submission of information through or in connection with any Service(s) is governed by the Privacy Policy. To the extent that you submit any personally identifiable information to any third party in connection with any Service(s), please note that (a) such third party’s collection, use and disclosure of such information will be governed by its own privacy policy and not by the Privacy Policy, and (b) we are not responsible for the information collection, usage and disclosure practices of such third party or any other third parties.

The Privacy Policy explains how we collect, store, share, or otherwise use any personal information you provide through the Services (“Personal Data”). Our use of Personal Data will be in accordance with the Privacy Policy and you hereby grant Voia the right to use your Personal Data consistent with these Terms of Service, including the Privacy Policy.

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Severability & Non-Waiver

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If any provision of these Terms of Service, or any portion thereof, is found to be illegal, unenforceable, or invalid, that provision or portion will be replaced by a valid, legal, and enforceable provision that comes closest to the parties’ intent underlying the invalid, illegal, or unenforceable provision. The waiver by a party of any of its rights or a breach in a particular instance will not be construed as a waiver of such rights or breach or of the same or different rights or breach in subsequent instances.

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Assignment

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You may not assign your rights or obligations hereunder without Voia’s express prior written consent. We may assign, transfer, or delegate any of our rights and obligations hereunder without your consent. Any assignment or transfer or purported assignment or transfer in violation of this Section is null and void. These Terms of Service shall be binding upon the permitted heirs, successors, and assigns of the parties hereto.

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Governing Law

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Your access and use of the Services and these Terms of Service shall be governed by and construed in accordance with the laws of California without reference to its conflicts of laws provisions.

Dispute Resolution; Arbitration; Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY, AS IT AFFECTS YOUR RIGHTS.

  1. Mandatory Binding Individual Arbitration

By entering into these Terms of Service, you agree that all disputes or claims between you and Voia or its employees, agents, successors, or assigns that arise from or are related to the Terms of Service (including this Arbitration Agreement and the arbitrability of any dispute or claim), the Services, or User Content (collectively, “Disputes”), regardless of when such Disputes arose, and if not resolved through the Informal Dispute Resolution procedure outlined below, shall exclusively be resolved via binding individual arbitration, and not in a court of law in any jurisdiction. Notwithstanding the parties’ agreement to resolve all Disputes through arbitration, you and Voia each retain the right to bring an individual action in small claims court if it qualifies. If a claim brought in small claims court is transferred or appealed to any court other than a small claims court, the Dispute shall immediately become subject to arbitration in accordance with these Terms of Service. Notwithstanding the foregoing, you and Voia also each retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights.

  1. Informal Dispute Resolution

In the event of a Dispute, you and Voia each agree to send to the other party a written notice of dispute stating the name and contact information of the party giving notice; the facts giving rise to the Dispute; and the relief requested. You must send any notice of dispute to legal at voia dot com. We will send any notice of dispute to you at the contact information we have for you. You and Voia agree to attempt to resolve the Dispute through informal negotiation within sixty (60) days after the notice of dispute is sent. After that sixty (60) day period and not before, you or Voia may commence an arbitration proceeding as set forth in this Arbitration Agreement. The parties’ right to bring an individual action in small claims court shall not require an attempt to first resolve the Dispute through informal negotiation.

  1. Class Action/Jury Trial Waiver

You and Voia agree that arbitration will take place on an individual basis, and not on behalf of others. Class, collective, representative, consolidated, or private attorney general proceedings, arbitrations, or actions are not permitted. You and Voia also agree to waive the right to trial by jury. Unless both you and Voia agree otherwise, the arbitrator may not consolidate more than one person’s claims or preside over any form of a representative or class proceeding. If any court or arbitrator determines that this class action waiver is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the Arbitration Agreement set forth in this Section shall be deemed null and void in its entirety, and you and Voia shall be deemed not to have agreed to arbitrate Disputes. 

  1. Rules, Procedures, and Governing Law 

This Arbitration Agreement is intended to be broadly interpreted, and expressly includes claims brought under any law, statute, regulation, or legal or equitable theory. Notwithstanding any choice of law or other provisions in these Terms of Service, you and Voia agree that the Federal Arbitration Act, 9 U.S.C. 1, et seq. (“FAA”), applies to these Terms of Service and that this Arbitration Agreement evidences a transaction involving interstate commerce under the FAA. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any Disputes relating to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitrator also shall be responsible for determining all threshold arbitrability issues, including issues relating to whether the terms of these Terms of Service are unconscionable or illusory and any defense to arbitration, including waiver, delay, laches, or estoppel.

If the parties cannot resolve the matter through the Informal Dispute Resolution procedure above, you and Voia each agree that all Disputes shall be submitted for arbitration by the American Arbitration Association (“AAA”) in the city or county of your residence, or another mutually agreeable location (including by telephone or remote means). The arbitration will be administered by AAA in accordance with its rules and procedures, including any supplementary rules and fee schedules then in effect (collectively, the “Rules”), except as modified by these Terms of Service. AAA’s Rules are available at https://www.adr.org/Rules. For information on how to commence an arbitration proceeding, you can contact AAA at www.adr.org. If AAA is unavailable, you and Voia shall agree to another arbitration body. Subject to these Terms of Service, including those set forth in this Section, the arbitrator(s) may award any damages and relief authorized by law or the Rules. The award is final and binding and judgment on it may be entered in any court of competent jurisdiction, in accordance with the FAA. 

In the event that 20 or more similar arbitration demands presented by or with the assistance, coordination, or cooperation of the same law firm, group of law firms, cooperating law firms, or organization are allowed to be submitted for arbitration, AAA shall: (i) administer the arbitration demands in 20 batches, with the discretion to create additional batches if AAA finds that they are necessary to facilitate the efficient resolution of demands; and (ii) apply a single initial filing fee and administrative fee per batch for each side as set forth in AAA’s Mass Arbitration and Mediation Fee Schedule. To the extent AAA administers the arbitration and applies this batching protocol, the parties agree that the arbitrator shall award a single award per batch. You agree to cooperate in good faith to implement this batch approach to facilitate the efficient resolution of claims. This provision shall in no way be interpreted as authorizing class arbitrations of any kind. Voia reserves all rights and defenses as to each and any demand and claimant, and unless the Rules provide otherwise, an individual arbitration shall be conducted for each claimant in each batch. If any court or arbitrator determines that this subsection is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the Arbitration Agreement set forth in this Section shall be deemed null and void in its entirety, and you and Voia shall be deemed not to have agreed to arbitrate Disputes.

It is the intent of the parties that the Rules and the FAA shall preempt all state laws to the fullest extent permitted by law. If the Rules and the FAA are found to not apply to any issue that arises under this Arbitration Agreement or the enforcement thereof, then that issue shall be resolved under the laws of California, without regard to its choice or conflict of law provisions. 

  1. Arbitration Costs

Payment of all filing, administration and arbitrator fees will be governed by the Rules. 

  1. Opt-Out Procedures

You may decline this Arbitration Agreement by sending us a written opt-out notice (“Opt-Out Notice”) within thirty (30) days following the date you first agree to these Terms of Service to legal at voia dot com or by mail to Voia Inc., Attention: Office of the General Counsel, 150 W Iowa, Sunnyvale CA 94086. If mailed, the Opt-Out Notice must be post-marked no later than thirty (30) days following the date you first agree to these Terms of Service. To be effective, the Opt-Out Notice must contain: (1) your name, (2) your address and phone number, (3) a clear statement that you wish to opt out of this Arbitration Agreement, and (4) your signature. If you opt out of the Arbitration Agreement, all other parts of these Terms of Service will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any previous, other, or future arbitration agreements that you may enter with us.

  1. Changes to Arbitration Agreement

Notwithstanding the provisions of this Section, if we change any of the terms of this Section after the date you first accepted these Terms of Service (or accepted any subsequent changes to these Terms of Service), you may reject any such change by sending us a written notice of such rejection within thirty (30) days of the of the date such change became effective, as indicated in the “Last revision date” below. This written notice must be provided to legal at voia dot com or by mail to Voia Inc., Attention: Office of the General Counsel, 150 W Iowa, Sunnyvale CA 94086. To be effective, the notice must include your full name, address, and signature, and clearly indicate your intent to reject changes to this Arbitration Agreement. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Voia in accordance with the provisions of this Arbitration Agreement as of the date you first agreed to these Terms of Service (or to any subsequent changes to these Terms of Service).

Exclusive Remedy

AN ACTION SEEKING DAMAGES IS YOUR SOLE AND EXCLUSIVE REMEDY IN THE EVENT OF A DISPUTE BETWEEN YOU AND VOIA. IN NO EVENT SHALL YOU BE ENTITLED TO SEEK EQUITABLE OR INJUNCTIVE RELIEF AGAINST VOIA.

California Complaint Assistance

Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice. If you have a question or complaint regarding any Services, please feel free to contact us by phone at (510) 936-0130 or by writing to us at Voia Inc., Attention: Office of the General Counsel, 150 W Iowa, Sunnyvale CA 94086. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Suite N-112, Sacramento, California 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

Entire Agreement

These Terms of Service constitute the sole and entire agreement between you and Voia regarding the Services and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services. 

Updates to these Terms of Service

We reserve the right, at our sole discretion, to modify, change or otherwise alter these Terms of Service from time to time. If we make any changes to this Terms of Service, we will change the “Last Revision” date below and will post the updated Terms of Service on this page. Unless otherwise indicated, such changes will become effective immediately. It is your responsibility to review these Terms of Service periodically for changes. Your continued use of the Services following the posting or other provision of any updated Terms of Service will constitute your acceptance of such updated Terms of Service and the updated Terms of Service will apply to your continued use of the Services going forward.

 

Last revision date: [Jan 13, 2025]

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