These Terms of Service ("Terms") apply to the functionalities and services provided by Beatsight ("Beatsight," "we," or "us") through www.beatsight.com ("the Website"). By accessing or using the Website or Services, you agree to be bound by these Terms. If you do not agree with these Terms, you are not permitted to use the Website or Services. The "Effective Date" of these Terms is the date you first use the Website or access any Services.
If you are using the Website or accessing Services as an employee, consultant, or agent of a company or other entity, you represent that you are an employee, consultant, or agent of that company or entity and that you have the authority to bind that company or entity to these Terms. For the purposes of these Terms, you (and, where applicable, the company or entity you represent) will be referred to as "Customer" or "You."
Beatsight reserves the right to notify you of changes or modifications to these Terms or any of our other policies or guidelines at any time. We may provide such notice in various ways, including but not limited to sending emails, posting notices on the Website, or posting revised Terms on the Website with the updated date at the top. Any changes or modifications will take effect after we notify you of the modified Terms. You acknowledge that continuing to use the Website or any Services after receiving such notice constitutes your acceptance of the revised Terms.
Beatsight reserves the right to temporarily or permanently modify the Website or Services, or any part thereof, at any time, without notice or liability to you. We may modify the Services for various reasons, including but not limited to offering new features, implementing new agreements, maintaining compatibility with emerging standards, or complying with regulatory requirements.
These Terms constitute a binding agreement between you and Beatsight. Any violation of the Terms will result in the termination of your account.
Please review Beatsight's Privacy Policy at https://www.beatsight.com/en/privacy/ for detailed information on how we collect, use, and disclose user information on our Website and Services. By using the Website and Services, you agree to the collection, use, and disclosure of your information as described in the Privacy Policy, which we may update from time to time.
Subject to your continued compliance with these terms, Beatsight grants you a limited, non-transferable, non-exclusive, revocable right and license: (i) to access and use the services and associated documentation solely for your internal business purposes, for the duration of the contract period in which you have paid the applicable subscription fees; and (ii) to access and use any data or reports (collectively, "Reports") provided or made available to you as part of your access to and use of the services, solely in connection with your use of the services. The Reports are considered part of the applicable services granted under the above license. You understand that Beatsight uses third-party vendors and hosting partners to provide the necessary hardware, software, network, storage, and related technologies to deliver the services, and you agree that Beatsight will not be held liable for the actions or omissions of these third-party vendors or hosting partners.
You may not, unless explicitly authorized by these Terms: (a) modify, disclose, alter, translate, or create derivative works based on the website or services; (b) license, sublicense, resell, distribute, lease, lend, transfer, assign, or otherwise dispose of the services or any reports (or any part thereof); (c) provide any part of the services (including, but not limited to, any reports) in a shared or service bureau manner; (d) allow or permit any third party to access or use the services; (e) use the website or services to store or transmit any virus, software routine, or other code that allows anyone to access, disable, delete, or otherwise harm software, hardware, or data, or to perform any other harmful acts; (f) build competitive products or services, or replicate any functionality or features of the website or services (including, but not limited to, the look and feel of the website or services); (g) interfere with or disrupt the integrity or performance of the website or services; (h) disclose any performance information or analysis related to the website or services to any third party; (i) remove, alter, or obscure any proprietary notices in the website or services, including copyright notices; (j) use the website or services or any of its products for any illegal or unauthorized purpose, or in a manner that violates the laws or regulations of your jurisdiction; (k) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of any software, documentation, or data related to the services, unless such restriction is prohibited by applicable law; or (l) cause or permit any third party to engage in any of the foregoing actions.
Furthermore, using our services to support businesses, software, or other materials that promote or encourage discrimination, malicious, or harmful speech or conduct violates Beatsight's policies. This includes, but is not limited to, hate speech, and any other materials that Beatsight reasonably believes to demean, intimidate, or incite violence against individuals based on gender, race, sexual orientation, age, ethnicity, disability, nationality, religion, or any other protected category.
If you post or upload data, images, code, or content, or otherwise provide (or allow any third party to provide) materials through the website or services (collectively referred to as "Content"), you agree to take full responsibility for such Content and for any damage or liability arising from or related to the Content. Your responsibility extends to all types of Content, whether it is in the form of text, graphics, audio files, video files, computer software, or any other type of content, and regardless of whether you are the original creator or owner of the Content. You agree to be responsible for all Content associated with your account, even if such Content is placed by a third party. By posting or uploading Content to the website or services, you represent and warrant that:
By submitting or uploading content to the services, you grant Beatsight a worldwide, royalty-free, non-exclusive license to (i) use, copy, modify, adapt, and publish the content for the purpose of providing the services; and (ii) create aggregations and summaries of the content or portions thereof, and publicly use, disclose, and distribute such aggregations to support our business (both during the term of these terms and thereafter), provided that such aggregations and summaries do not directly or indirectly identify you or your content. If you delete content, Beatsight will make reasonable efforts to remove it from the services. However, you acknowledge that cached copies or references to the content may still be available.
Without limiting any of your representations or warranties regarding the content, Beatsight reserves the right (but has no obligation) to refuse or remove any content it deems to violate these terms or any Beatsight policy, infringe or misappropriate any third-party intellectual property rights, or otherwise be harmful or objectionable, without liability to you or prior notice.
In exchange for your right to access the website and use the services during the subscription term, you agree to pay Beatsight the applicable subscription fees. Each subscription term will automatically renew (and we may automatically invoice you) for an additional term of equal length unless either party provides written notice of its intent to terminate the subscription at the end of the current term at least thirty (30) days prior to the expiration of the current term. We reserve the right to modify service fees at any time with thirty (30) days' prior notice, provided that the revised fees will take effect in the next subscription term.
Any overdue payments will accrue interest at the rate of 1.5% per month or the highest rate permitted by law (whichever is lower), calculated from the due date until the full amount is paid. In the event of delayed payment, you further agree that, in addition to our rights to suspend your access to the services, terminate your account, downgrade you to a free plan, and/or pursue any other legal or equitable remedies available, you will be responsible for reimbursing us for any costs incurred in our efforts to collect the overdue payment.
You acknowledge that the website and services are provided "as is" and "as available," without any warranties, express or implied, and that your use of the website and services is at your own risk. Beatsight does not warrant that: (i) the website or services will meet your specific requirements; (ii) the website or services will be uninterrupted, timely, secure, or error-free; (iii) the results obtained from using the services will be accurate or reliable; (iv) any products, services, information, or other materials obtained by you through the website or services will meet your expectations; or (v) any errors in the website or services will be corrected. Beatsight expressly disclaims any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.
You agree to defend, indemnify, and hold harmless Beatsight (and its employees, consultants, and agents) from and against any actual or threatened lawsuits, actions, proceedings (whether at law or in equity), claims, damages, payments, deficiencies, fines, judgments, settlements, liabilities, losses, costs, and expenses arising out of or relating to: (i) your content; (ii) your use of the website or services; (iii) your failure to pay any taxes due under these terms; and (iv) any actual or alleged breach of your obligations under these terms (including, but not limited to, any actual or alleged breach of any representations or warranties made herein). You may not settle any such claims in a way that requires Beatsight to pay money or acknowledge any form of wrongdoing, unless you have obtained our prior written consent, and we may, at our sole discretion, withhold such consent.
In no event shall Beatsight's total liability to you or any third party arising from or related to these terms or your use (or inability to use) any part of the website or services exceed the total amount of service subscription fees actually paid by you to Beatsight during the twelve (12) months prior to the first claim. Multiple claims shall not expand this limitation.
In no event shall Beatsight be liable to you or any third party for any loss of profits, loss of use, loss of revenue, loss of goodwill, business interruption, loss of data, or any indirect, special, incidental, exemplary, punitive, or consequential damages arising from or related to these terms or your use (or inability to use) any part of the website or services, whether in contract, tort, strict liability, or otherwise, even if we have been advised or otherwise aware of the possibility of such damages.
This section (Limitation of Liability) shall remain in full effect, even if any remedy set forth in these terms is found to have failed in its essential purpose.
Between the parties: (i) you retain all rights, title, and interest in your content; (ii) Beatsight retains all rights, title, and interest in the website and services, including all intellectual property therein. The appearance and feel of the website and services, including any custom graphics, button icons, and scripts, are also the property of Beatsight, and you may not copy, imitate, or use them in whole or in part without Beatsight's prior written consent. Beatsight reserves all rights not expressly granted to you in these terms, and Beatsight does not grant you or any other party any license under these terms, whether implied, estoppel, or otherwise, except as expressly set forth herein.
You acknowledge that any suggestions, comments, or other feedback you provide to Beatsight (collectively, "Feedback") will be the property of Beatsight, including all intellectual property therein, and will be considered confidential information of Beatsight (as defined below). You acknowledge and agree that Beatsight has the right to freely use, disclose, copy, license, and otherwise distribute and exploit the Feedback at its discretion, without any obligation or restriction. Upon our request and at our expense, you agree to sign documents or take further action as reasonably requested to assist us in acquiring, perfecting, and maintaining our rights in the Feedback.
These terms apply to you from the effective date and will remain in effect during your access to or use of the website or services.
Beatsight reserves the right to suspend your ability to use and/or access the website or services at its sole discretion without liability under the following circumstances: (i) for routine or emergency maintenance of the website or services; (ii) if Beatsight believes you are using the website or services in violation of these terms or applicable laws; (iii) if Beatsight believes your use of the website or services presents a security risk to us or any third party; (iv) if required by law enforcement or government agencies, or to comply with applicable laws or regulations; or (v) if you fail to meet payment obligations under these terms. If Beatsight determines you are abusing or excessively using the services, it also reserves the right to temporarily or permanently suspend your access to the services without liability.
If either party breaches any of these terms and fails to remedy the breach within fifteen (15) days after receiving written notice from the non-breaching party, either party may notify the other to terminate these terms. If you violate any provisions related to our intellectual property (including your compliance with access grants and any restrictions) or our confidential information (as defined below), we reserve the right to terminate these terms immediately upon notice to you without giving you time to cure the breach.
These Terms, together with any policies incorporated by reference, constitute the complete and exclusive understanding between the parties regarding the services provided by Beatsight and your use and access of the website and services, and supersede all prior or contemporaneous written or oral agreements or communications relating to the subject matter of these Terms (including but not limited to earlier versions of these Terms). Any terms or conditions you send to Beatsight that are inconsistent with or add to these Terms are rejected by Beatsight and will be considered invalid and of no effect.
You agree that Beatsight has the right to use your name and logo on its website or other Beatsight websites or marketing materials to identify you as a Beatsight customer and describe your use of the services. You also agree that Beatsight may (but is not obligated to): (i) issue press releases identifying you as a Beatsight customer; (ii) inform other potential customers that you are a user of the services; and (iii) identify you as a customer in other promotional forms (including but not limited to case studies, blog posts, etc.).
You may not assign these Terms, in whole or in part, by law or otherwise without Beatsight’s prior written consent, and any attempt to assign, delegate, or transfer without such consent will be invalid and of no effect. Beatsight may freely assign, transfer, or delegate these Terms, or its rights and obligations under these Terms, without notice to you. Subject to the foregoing, these Terms shall be binding upon and inure to the benefit of the parties and their respective representatives, heirs, administrators, successors, and permitted assigns.
Except as expressly provided in these Terms, the exercise by either party of any remedy shall not preclude the exercise of any other remedy under these Terms or otherwise. The failure of either party to enforce any part of these Terms shall not be deemed a waiver of its right to do so in the future. A waiver of any provision of these Terms shall only be effective if in writing and signed by an authorized representative of the waiving party.
You agree that any notices required to be provided by Beatsight under these Terms may be sent electronically, including to the email address you provided in your registration data. Such notices may relate to various matters, including answering your questions, requesting additional information, and legal notifications. You agree that such electronic notices satisfy legal requirements that such communications must be in writing. Electronic notices are deemed received on the day they are sent, provided that the email address used matches the one you provided in your registration data.
You acknowledge that you are responsible for complying with all applicable laws and regulations related to your access and use of the website and services, including but not limited to all applicable export control laws and regulations.
If any part of these Terms is deemed unenforceable or invalid, that part will be enforced to the maximum extent possible, and all other provisions will remain in full force and effect.
Except for payments due under these Terms, neither party shall be liable for any delay or failure to perform due to reasons beyond its reasonable control, including but not limited to force majeure (fire, storm, flood, earthquake, etc.); civil unrest; disruption of telecommunications, power, or other essential services; disruption or termination of services provided by any service provider hosting Beatsight services or linking its servers to the internet; labor disputes; sabotage; cable cuts; computer viruses or other similar events; or any malicious or illegal actions by third parties.