Terms and Conditions of Use

Last Modified: August 1, 2019

Tapebook Ltd. is a corporation formed pursuant to the Canada Business Corporations Act (R.S.C., 1985, c. C-44). In consideration for permitting your access to our website, applications and online platform and other good and valuable consideration, you agree as follows:
These terms and conditions (the "Terms") form a legally binding agreement which govern your access to and use of Tapebook Ltd.'s, ("we", "us" or "our") website hosted at https://tapebook.app  and related domains and sub-domains (the "Website") and our 'TapeBook' iOS and Android applications which are available for download on the Apple App Store and Google Play Store (collectively the "App").

You, the user ("you" or "your"), represent and warrant that you are at least 18 years of age and you have read and understand these Terms and agree to be bound by them. If you are not at least 18 years of age or do not agree to these Terms, you are not permitted to use our App.

If you are using our App on behalf of, or in the employ of, an organization (corporation, trust, partnership, etc.), you are agreeing to these Terms for that organization and representing and warranting that you have the authority to bind that organization to these Terms.  In such a case, "you" and "your" will also refer to that organization and yourself individually. For greater clarity, both you as an individual and your organization are legally bound by these Terms which form an agreement between you and Tapebook Ltd.

PRIVACY

We collect and process personal information in accordance with our privacy policy (which is incorporated by reference) and these terms.  By using our Website and App, you consent to such collection and use of your personal information. Our privacy policy is available online at https://tapebook.app/privacy.

AMENDMENTS

AS OUR WEBSITE AND APP CONTINUE TO CHANGE, WE MAY, AT ANY TIME, REVISE THESE TERMS AND OUR POLICIES BY UPDATING THIS PAGE OR THE PAGE HOSTING THE RELEVANT POLICY.  THE DATE OF THE LAST VERSION OF THESE TERMS IS POSTED ABOVE.  AS YOU ARE BOUND BY THESE TERMS EACH TIME YOU VISIT OUR WEBSITE OR USE OUR APP, YOU ARE RESPONSIBLE FOR PERIODICALLY REVIEWING THE AMENDMENTS TO THESE TERMS AND YOU ARE DEEMED TO HAVE ACCEPTED AND AGREED TO SUCH AMENDMENTS BY ACCESSING AND USING THE WEBSITE OR APP AFTER SUCH AMENDMENTS HAVE BEEN POSTED.  IF YOU DO NOT AGREE WITH THE AMENDMENTS, YOU SHALL IMMEDIATELY STOP ACCESSING THE WEBSITE AND APP AND TERMINATE YOUR ACCOUNT, SUBJECT TO THE TERMS PROVIDED FOR HEREIN. WE MAY ALSO UNDERTAKE TO SEND YOU NOTICE OF ANY CHANGES TO THE TERMS OR POLICIES.

About Our App

Our App serves as a social network, allowing users to record audio and video conversations, for a maximum of 5 minutes, which are publicly displayed and accessible to other users of the App. Our App requires access to your device's microphone for calls and camera for video calls. Our App also relies on push notifications for users to receive and accept calls. See our privacy policy for details.

Establishing an Account

In order to use our App, you are required to establish an account and provide certain personal information, as set out on the App and in our Privacy Policy. Our account sign-up process will require that you provide a valid cellular telephone number, which we will send a one-time passcode, to verify you as the owner of, or confirm you have possession of the mobile device you are establishing the account from. We use a third-party service, Firebase, offered by Google LLC, and their related and affiliated entities, including but not limited to, Google Cloud Canada Corporation and others, to implement the SMS text message signup and passcode delivery process.

By providing us with your cellular phone number, you agree that we may send you text messages for the above process and as part of an account recovery process. It is your responsibility to ensure your cellular device or network is not accessed by any unauthorized third-party, who may attempt to use your device to reset your TapeBook account password or login credentials.

You agree that access to your account constitutes good and valuable consideration in exchange for agreeing to these Terms our Privacy Policy and all other documents or policies incorporated by reference.

Account Non-Transferrable. Access to your account is not transferrable and is only intended for the individual that established the account.  You are responsible for safeguarding the password you create and use to access App and you agree not to disclose your password to any third party.  You are responsible for any activity on your account, whether or not you authorized that activity and you agree to immediately notify us of any unauthorized use of your account.

Account Security. You agree and understand that the technical processing and transmission of the Website, the App and the data, content and information you provide in or to the Website or App, may be transferred unencrypted and involve transmissions over various networks and devices. For your own protection and security, you should not use a password which you use to login to any other accounts or services.

Grant of Revocable License to Use the App

Upon establishing an account with us, we grant you a worldwide, non-transferable, non-exclusive license to access the App in accordance with these Terms, but reserve the right to revoke the license without cause or justification and/or remove the App from the Internet, the Apple iOS App Store and the Google Play store.

Acceptable Use of Your Account and our App

When accessing your account or using our App, you agree that you:

  1. Will advise other users or people you call that they are being recorded;
  2. Will not record, upload, copy, distribute, share, perform, refer to or otherwise use or generate content that is unlawful, obscene, defamatory, libelous, harmful, hateful, harassing, bullying, sexual in nature, threatening, racially or ethnically offensive or abusive, that would violate another person's rights (including their intellectual property rights), constitute or encourage a criminal offense, give rise to civil liability, or violate any local, state, provincial, national or international law or regulation, or that is otherwise inappropriate;
  3. Will not use or exploit the images or videos of children or disclose personally identifiable information of children;
  4. Will not disclose personally identifiable information belonging to others unless authorized by them to do so;
  5. Will not disclose your password or transfer your account to any third party, or allow any third party to access your account;
  6. Will not impersonate any person or entity in using the App;
  7. Will not do anything that has any unlawful or fraudulent purpose or effect;
  8. Will not circumvent, disable, violate or otherwise interfere with any security related features of the App;
  9. Will not upload, copy, distribute, share or otherwise use unsolicited or unauthorized advertising or promotional materials;
  10. Will not upload, copy, distribute, share or otherwise use content that contains or embodies software viruses or any other malicious computer code that is designed to interrupt, undermine, destroy or limit the functionality of any computer software, hardware or communications equipment;
  11. Will not translate, reverse engineer, decompile, disassemble, modify or create derivative works based on the App and its underlying software code, in whole or in part; and
  12. Will not circumvent, disable, violate or otherwise interfere with any security related feature of the App.

In addition to our above acceptable use terms, you agree not to use our Website or App in any manner which may infringe copyright or other intellectual property rights of any third party.
We may, but have no obligation to, remove content and accounts that we determine in our sole discretion to be unlawful, damaging, or which violate any third-party's intellectual property rights, these Terms or any policy or document incorporated by reference.

ACCEPTANCE OF RISK AND DISCLAIMERS

EVERYTHING ON OUR WEBSITE AND PROVIDED AS PART OF OUR APP IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.  WE HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY.

YOU ACCEPT ALL RISKS ASSOCIATED WITH USING THE APP, INCLUDING THOSE ARISING FROM INTERACTING WITH OTHER USERS.

YOU AGREE AND ACKNOWLEDGE THAT WHEN YOU UPLOAD AUDIO, VIDEOS, IMAGES OR OTHER CONTENT TO THE APP, THERE IS A RISK THAT OTHER USERS OR THIRD PARITES MAY, WITHOUT YOUR CONSENT, REPUBLISH OR USE YOUR CONTENT ELSEWHERE ONLINE, AND ONCE SHARED ON THE INTERNET, MAY BE DIFFICULT OR IMPOSSIBLE TO REMOVE. YOU SHOULD ONLY RECORD, UPLOAD AND SHARE CONTENT YOU ARE COMFORTABLE HAVING ONLINE INDEFINITELY.

YOU AGREE THAT, WHILE WE STRIVE TO HAVE ERROR FREE AND UNINTERRUPTED SERVICE, WE DO NOT GUARANTEE THE ABSENCE OF INTERRUPTIONS NOR SHALL YOU HOLD US LIABLE FOR ANY DAMAGE SUCH INTERRUPTIONS MAY CAUSE.

YOU AGREE AND ACKNOWLEDGE THAT WE DO NOT GUARANTEE ANY CONFIDENTIALITY WITH RESPECT TO ANY OF YOUR AUDIO OR VIDEO CALLS, OR OTHER INFORMATION YOU COMMUNICATE ON THE WEBSITE OR APP.

WE OPERATE THE WEBSITE AND APP IN CONJUNCTION WITH OUR INDEPENDENT CONTRACTORS AND THIRD-PARTY SERVICE PROVIDERS.  THEY MAY HAVE ACCESS TO YOUR PERSONAL INFORMATION IN PROVIDING SERVICES TO US, OR PROVIDING YOU WITH ACCESS TO THE WEBSITE AND APP.  WE MAY USE A VARIETY OF SERVICE PROVIDERS, EMPLOYEES AND SERVERS IN LOCATIONS BOTH INSIDE AND OUTSIDE OF CANADA, WHICH MAY MAKE YOUR PERSONAL INFORMATION THE SUBJECT OF FOREIGN LAWS AND FOREIGN LEGAL PROCEEDINGS.

TO THE EXTENT PERMITTED BY LAW, WITHOUT LIMITING THE GENERALITY OF THIS SECTION, OR ANY OTHER SECTION LIMITING OUR LIABILITY, YOU AGREE THAT WE SHALL NOT BE RESPONSIBLE FOR THE ACTS OR OMMISSIONS, INCLUDING THE NEGLIGENT ACTS OR OMISSIONS, OF OUR INDEPENDENT CONTRACTORS OR THIRD-PARTY SERVICE PROVIDERS.

LIMITATION OF OUR LIABILITY

YOU AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE, OUR AFFILIATES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, AGENTS OR SUPPLIERS BE LIABLE, HOWSOEVER CAUSED, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, REGARDLESS OF LEGAL THEORY AND WHETHER OR NOT WE HAVE BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER THOSE DAMAGES WERE FORESEEABLE OR NOT.
IF YOU ARE DISSATISFIED WITH THE WEBSITE OR APP, OR DO NOT AGREE WITH ANY PART OF THESE TERMS, OR HAVE ANY OTHER DISPUTE OR CLAIM WITH OR AGAINST US, OUR AFFILATES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, AGENTS OR SUPPLIERS, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE WEBSITE AND APP.

YOU AGREE AND ACKNOWLEDGE THAT WE WOULD NOT ENTER INTO THIS AGREEMENT OR GRANT ACCESS TO THE WEBSITE OR APP WITHOUT THESE RESTRICTIONS AND LIMITATIONS ON OUR LIABILITY.

INDEMNIFICATION AND HOLD HARMLESS

YOU AGREE TO INDEMNIFY US, OUR AFFILIATES, EMPLOYEES, SHAREHOLDERS, DIRECTORS, AGENTS, REPRESENTATIVES AND CONTRACTORS, AND TO DEFEND AND HOLD EACH OF THEM HARMLESS, FROM ANY AND ALL CLAIMS AND LIABILITIES (INCLUDING REASONABLE LEGAL FEES) WHICH MAY ARISE FROM (I) YOUR VIOLATION OF THESE TERMS, OR ANY POLICY INCORPORATED BY REFERENCE; (II) YOUR VIOLATION OF ANY THIRD PARTY RIGHT; AND (III) ANY BREACH OF A REPRESENTATION OR WARRANTY MADE BY YOU TO US, EITHER IN THESE TERMS, PRIVACY POLICY OR OTHERWISE.
Your Content

Our App permits you and other users the ability to record, upload and submit audio, video and written content, including comments and messages ("User Content"). We do not pre-screen User Content uploaded or posted to the App by you or other users. You hereby grant us a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use any of your User Content that you post or upload to the App in order to facilitate the ordinary use of the App. We may also use your User Content for marketing purposes or allow the content to be shared or embedded on third-party websites and applications.

Adding and Removing Content

When an audio or video call is recorded and uploaded to the App, only the user who initiated the call will have the ability to add a tape title, hashtags and publish the recording to their feed. Similarly, only the user who initiated the call and elected to upload the recording is able to delete it.

If you accept a call from another user in connection with the App, you hereby consent to the call, whether audio and/or video, being recorded and uploaded publicly to the App, and used in accordance with these Terms.

Flagging Content

Our App is only intended for lawful use. We are building a community of good, healthy, authentic, informative and interesting audio and video content. We believe in freedom of speech, however, we do not permit content that is contrary to these Terms, including for example, content which may infringe copyright or other intellectual property rights of any third-party or which is unlawful, offensive, threatening, libelous, hateful, defamatory, pornographic, sexual or obscene.

If you encounter content you believe to be contrary to these Terms, please flag it in the App by clicking "Report Tape". We may, but have no obligation to, remove content and accounts that we determine, in our sole discretion, to violate these Terms or any policy incorporated by reference.

Intellectual Property

Apart from User Content on the App, our Website and App contain open source and public domain content, licenced content as well as proprietary content owned by us and by third parties.  You are not permitted to copy or distribute any other content on our Website or App (including but not limited to text, images, trademarks, videos and audio) without the express consent of the owner, or in instances where the App facilitates embedding content on third-party sites.

All other contents of the Website and App including, but not limited to, the software code, is the property of Tapebook Ltd. and/or our independent content providers ("ICPs") with all rights reserved. Without limiting the generality of the foregoing, you are not permitted to use any trademark or trade name of Tapebook Ltd., including our logo, without our express permission. All rights, title and interest in and to the Website and App are and will remain the exclusive property of Tapebook Ltd., our ICP's and licensors.

The Website, App and their contents are protected by copyright, trademark and other laws of Canada, the United States and foreign countries.  Except as expressly permitted in these Terms, you may not reproduce, modify or prepare derivative works, distribute, sell, transfer, publicly display, publicly perform, transmit, or otherwise use the Website, App or their contents.

Your Feedback and Suggestions for Improvement

You agree that all feedback, comments, and suggestions for improvements (the "Feedback") you provide to us, in any form, will immediately become our sole and exclusive property.  You hereby irrevocably transfer and assign to us and agree to irrevocably assign and transfer to us all of your right, title, and interest in and to all of your Feedback, including all worldwide patent rights (including patent applications and disclosures), copyright rights, trade secret rights, and other intellectual property rights therein. As a result, we may implement such Feedback into the App. At our request and expense, you will execute documents and take such further acts as we may reasonably request to assist us in acquiring, perfecting and maintaining such intellectual property rights.

Copyright Notice

If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible on our Website or App, please notify our copyright agent at info@tapebook.app. While we take no responsibility for any user who breaches your copyright or other intellectual property rights, we may, in our sole discretion and without liability, undertake to attempt to contact the infringer on your behalf and/or cancel the infringer's account.

Linked Sites

Whether or not we are affiliated with sites or third-party vendors that may be linked to our Website or App, we are not responsible for their content (the "Linked Sites").  The Linked Sites are for your convenience only and you access them at your own risk.  We and other users may provide links and references to material on other websites not owned or operated by us.  Links found on our Website or App are not an endorsement and we do not represent or warrant the accuracy or truth of the contents of information found on said websites.  You access those links and corresponding sites at your own risk.

Law of the Contract (Governing Law) and Jurisdiction.

These Terms, all documents incorporated by reference and your relationship with us shall be governed by, construed and enforced in accordance with the laws of the Province of Ontario, Canada (and any Canadian federal laws applicable therein) as it is applied to agreements entered into and to be performed entirely within such province.

You hereby agree to irrevocably and unconditionally submit to the exclusive jurisdiction of the courts and tribunals of Ontario, Canada (including the Federal courts and tribunals as applicable therein) to settle any disputes arising out of or in anyway related to these Terms, all documents incorporated by reference and your relationship with us.

Severability

If any provision of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.

Where a provision in these Terms is found to be unlawful, void or for any reason unenforceable, a court of competent jurisdiction may imply or impose a lawful or enforceable term which best reflects the intention of the provision, as originally drafted.

No Construction Against Drafter

If an ambiguity or question of intent arises with respect to any provision of these Terms, the Terms shall be construed as if drafted jointly by the parties and no presumption or burden of proof will arise favouring or disfavouring either party by virtue of authorship of any of the provisions of these Terms.

Waiver of Class Proceedings and Trial by Jury

To the extent permitted by law, you hereby waive your right to participate in any class action lawsuits against us, our contractors, employees, shareholders, successors, assigns and directors.  To the extent permitted by law, you further waive any right to a trial by jury, should such a right exist, in relation to any legal dispute connected to or in any way arising out of these Terms.

Incorporation by Reference

All policies referred to in these Terms or anywhere on our Website or App are hereby incorporated by reference, including but not limited to, our Privacy Policy.

Termination

Though we would much rather you stay, you can stop using our Website and App at any time. Please contact us to learn more about cancelling your account.  We reserve the right to suspend your account or access to our Website or App at any time, with or without cause, and with or without notice.

Your cancellation, suspension or termination of access to our Website or App shall not terminate this agreement.  In particular, and without limiting the generality of the foregoing, any provision concerning the limitation of our liability, your indemnification obligations, settling disputes (including the jurisdiction and choice of law) shall remain binding.

Assignment of this Agreement

These Terms shall enure to the benefit of and is binding upon the parties and their respective successors and permitted assigns. You agree that we may assign this agreement to any successor or assignee, whether pursuant to the purchase of our Website and App, the transfer of control of Tapebook Ltd., or otherwise.

Right to Seek Injunction

Violation of these Terms may cause us irreparable harm and, therefore, you agree that we will be entitled to seek extraordinary relief including, but not limited to, temporary restraining orders, preliminary injunctions and permanent injunctions without the necessity of posting a bond or other security, in addition to and without prejudice to any other rights or remedies that we may have for a breach of these Terms.

Waiver

Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

New App Features

Any new features that augment or enhance the current Website and App, including the release of new versions, new products or services, tools and resources, shall be subject to these Terms.  Continued use of the Website and App after any such changes shall constitute your consent to such changes.