Date Last Revised: September 26, 2014
SWYPE WITH DRAGON DICTATION END USER LICENSE AGREEMENT
THIS IS A LEGAL AGREEMENT BETWEEN YOU (THE INDIVIDUAL OR THE ENTITY USING THE SWYPE AND/OR DRAGON DICTATION APPLICATIONS) AND NUANCE COMMUNICATIONS, INC. ("NUANCE"). PLEASE READ THE FOLLOWING TERMS CAREFULLY.
YOU MUST AGREE TO THE TERMS OF THIS END USER LICENSE AGREEMENT ("AGREEMENT") IN ORDER TO INSTALL AND USE THE SWYPE SOFTWARE AND/OR THE DRAGON DICTATION SERVICE. BY CLICKING ON THE "ACCEPT" BUTTON, YOU AGREE TO BE BOUND TO THE TERMS OF THIS AGREEMENT. YOU MAY NOT USE THE SWYPE SOFTWARE OR THE DRAGON DICTATION SERVICE IN ANY WAY UNLESS YOU HAVE ACCEPTED THESE TERMS AND CONDITIONS.
The Swype software and Dragon Dictation service consist of certain client/server applications that permits users of devices to control certain operations of such devices via text input and spoken commands, including, but not limited to, the ability to create text and email messages. The following general terms and conditions permit you to download, install and use the Swype software, including any additional Swype software that Nuance and its suppliers may make available to you, ("Software"), that provides text input modality and permits users to access the Dragon Dictation server applications installed at a Nuance facility (the "Service"), and accompanying documentation provided by Nuance for using the Software and accessing the Service.
1. LICENSE GRANT. Nuance and its suppliers grant you (the "Licensee"), a personal, non-exclusive, non-transferrable, non-sublicensable, revocable limited license, in object code form only, to install and use the Software on a single Device, and to access the Service via the Software on such Device, only in the countries and languages in the Software and the Service as made available by Nuance and its suppliers. A "Device" is an authorized mobile device as described on the Nuance website, located at http://www.nuancemobilelife.com, which may be updated by Nuance from time to time. You further acknowledge and agree that Nuance may make available additional Software downloads, including but not limited to languages, keyboards, or dictionaries, and that you may only use such additional Software downloads with the Software provided hereunder, and that your use of such additional Software downloads is subject to the terms and conditions of this Agreement. You are responsible for any fees you incur and are charged by a third party (e.g., Google, Amazon, Apple), which may change from time to time, in connection with your download and use of the Software and Service. Nuance has no obligation to refund any payments made to such third party for your use of the Software or Service as set out in this Agreement. You further acknowledge and agree that the Software and the Service will use your wireless network to send and receive data, and that your mobile operator and other third parties may bill you the Software and Service airtime, data and/or usage fees.
2. LICENSEE OBLIGATIONS.
2.1. RESTRICTIONS. You may not (except as permitted by law): (a) submit any automated or recorded queries with the Software or to the Service unless otherwise approved in writing by Nuance; (b) use the Software and Service other than for your own use; (c) access the Service with software or means other than the Software; (d) copy, reproduce, distribute, or in any other manner duplicate the Software, in whole or in part; (e) sell, lease, license, sublicense, distribute, assign, transfer or otherwise grant any rights in the Software or the Service, in whole or in part; (f) modify, port, translate, or create derivative works of the Software or the Service; (g) decompile, disassemble, reverse engineer or otherwise attempt to derive, reconstruct, identify or discover any source code, underlying ideas, or algorithms, of the Software or the Service by any means; (h) remove any proprietary notices, labels or marks from the Software; or (i) use the Software or the Service for purposes of comparison with or benchmarking against products or services made available by third parties.
3. PROPRIETARY RIGHTS.
3.1. SOFTWARE AND SERVICE. Nuance and its licensors own all right, title, and interest in the Software and the Service including, but not limited to, all patent, copyright, trade secret, trademark and other intellectual property rights associated therewith, and all title to such rights shall remain solely in Nuance and/or its licensors. Unauthorised copying of the Software or the Service, or failure to comply with the above restrictions, will result in automatic termination of this Agreement and all licenses granted hereunder, and will make available to Nuance all legal and equitable remedies for breach thereof.
3.2. THIRD PARTY SOFTWARE. The Software may contain third party software which requires notices and/or additional terms and conditions. Such required third party software notices and/or additional terms and conditions are located at http://swype.com/attributions and are made a part of and incorporated by reference into this Agreement. By accepting this Agreement, You are also accepting the additional terms and conditions, if any, set forth therein.
3.3. SPEECH DATA AND LICENSING DATA.
(a) SPEECH DATA. As part of the Service, Nuance collects and uses Speech Data, as defined below, to tune, enhance and improve the speech recognition and other components of the Service, and other Nuance services and products. In accepting the terms and conditions of this Agreement, you acknowledge, consent and agree that Nuance may collect the Speech Data as part of the Service and that such information shall only be used by Nuance or third parties acting under the direction of Nuance, pursuant to confidentiality agreements, to tune, enhance and improve the speech recognition and other components of the Service, and other Nuance services and products. Nuance will not use the information elements in any Speech Data for any purpose except as set forth above. "Speech Data" means the audio files, associated transcriptions and log files provided by you hereunder or generated in connection with the Service. Any and all Speech Data that you provide will remain confidential and may be disclosed by Nuance, if so required, to meet legal or regulatory requirements, such as under a court order or to a government institution if required or authorized by law, or in the event of a sale, merger or acquisition to another entity by Nuance.
(b) LICENSING DATA. As part of the Software and the Service, Nuance and its suppliers also collects and uses Licensing Data, as defined below. You acknowledge, consent and agree that Nuance may collect Licensing Data as part of the provision of the Software and Service. Licensing Data is used to help Nuance or third parties acting under the direction of Nuance, pursuant to confidentiality agreements, develop, build and improve its products and services. Licensing Data is considered non-personal information, as Licensing Data is in a form that does not permit direct association with any specific individual. "Licensing Data" means information, about the Software and Your device, for example: device brand, model number, display, device ID, IP address, and similar data.
(c) You understand that through your use of the Software and the Service you consent to the collection and use as set forth herein of Speech Data and Licensing Data, including the transfer of both to the United States and/or other countries for storage, processing and use by Nuance and third party partners.
(d) Speech Data and Licensing Data are subject to Nuance's applicable privacy policy. For further information see the Nuance privacy policy at http://www.nuance.com/company/company-overview/company-policies/privacy-policies/index.htm.
4. SUPPORT. To facilitate the process of evaluating and testing the Software and Service, Licensee may refer to Nuance frequently asked questions at http://www.nuancemobilelife.com. For additional support, Licensee may request such support via the foregoing website, and upon Nuance personnel availability, Nuance may provide reasonable support services through fax, email or other means to Licensee with regards to defect and/or clarification of functions and features of the Software and Service. Nuance Support will reply to your questions within 48 business hours (excluding weekends and legal / company holidays).
5. DISCLAIMER OF WARRANTIES. YOU ACKNOWLEDGE AND AGREE THAT NUANCE AND ITS LICENSORS AND SUPPLIERS IS PROVIDING THE SOFTWARE AND THE SERVICE TO YOU SOLELY TO PERMIT YOU TO AND USE THE SOFTWARE AND SERVICE. CONSEQUENTLY, YOU AGREE TO TAKE ALL PRECAUTIONS AND SAFEGUARDS NECESSARY TO PROTECT YOUR DATA AND SYSTEMS FROM LOSS OR DAMAGE. NUANCE, ITS LICENSORS AND SUPPLIERS PROVIDE THE SOFTWARE AND THE SERVICE "AS IS," WITH ALL FAULTS, AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NUANCE, ITS LICENSORS AND SUPPLIERS SPECIFICALLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
6. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL NUANCE, ITS OFFICERS, DIRECTORS, AND EMPLOYEES, ITS SUPPLIERS OR ITS LICENSORS, BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, BUSINESS INTERRUPTION, OR COST OF COVER, ARISING FROM THE USE OF THE SOFTWARE OR THE SERVICE, HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, EVEN IF ADVISED OR WHERE IT SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE.
7. TERM AND TERMINATION. This Agreement begins on your acceptance of the terms and conditions of this Agreement and expires upon termination. Nuance may terminate this Agreement, and/or the licenses granted hereunder, at any time in its sole discretion, with or without cause, by notifying you that the Service has expired or has been terminated. This Agreement shall terminate automatically upon the breach of any of its terms and conditions by you. Upon termination, you shall immediately stop use of and shall delete all copies of the Software.
8. EXPORT COMPLIANCE. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
9. TRADEMARKS. Third-party trademarks, trade names, product names and logos (the "Trademarks") contained in or used by the Software or the Service are the trademarks or registered trademarks of their respective owners, and the use of such Trademarks shall inure to the benefit of the trademark owner. The use of such Trademarks is intended to denote interoperability and does not constitute: (i) an affiliation by Nuance with such company, or (ii) an endorsement or approval of such company of Nuance and its products or services.
10. GOVERNING LAW. This agreement shall be governed by the laws of the Commonwealth of Massachusetts, United States of America, without regard to its conflicts of laws principles, and you hereby submit to the exclusive jurisdiction of the federal and state courts in said Commonwealth in connection with any dispute arising out of this Agreement. This Agreement shall not be governed by the United Nations Convention of Contracts for the International Sale of Goods, the application of which is hereby expressly excluded.
11. TERMS SUBJECT TO CHANGE. You acknowledge and agree that Nuance may change the terms and conditions of this Agreement from time to time upon reasonable notice to the address you provided upon signup, including to your email address. If you do not agree to such changes in this Agreement, your only remedy is to cease using the Software and the Service. Your continued use of any part of the Software or Service after Nuance has provided you with reasonable notice of such change for your review will be considered your acceptance of such change.
12. GENERAL LEGAL TERMS. You may not assign or otherwise transfer any rights or obligations under this Agreement without Nuance's prior written consent. This Agreement is the entire agreement between Nuance and you and supersedes any other communications or advertising with respect to the Software. If any provision of this Agreement is held invalid or unenforceable, such provision shall be revised solely to the extent necessary to cure the invalidity or unenforceability, and the remainder of this Agreement shall continue in full force and effect. The failure of Nuance to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. Sections 2, 3, 5, 6, 7, 9, 10, and 12 of this Agreement shall survive the expiration or termination of this Agreement.