THESE SPECIFIC TERMS OF USE ARE APPENDED TO THE CONTRACT AND ARE INTENDED TO DETERMINE THE TERMS AND CONDITIONS APPLICABLE TO SPOKA MEET (HEREAFTER REFERRED TO AS THE « SERVICES »).

THE PARTIES AGREE THESE SPECIFIC TERMS OF USE PREVAIL ON ANY CONTRARY PROVISIONS CONTAINED IN ANY OTHER CONTRACTUAL DOCUMENT, INCLUDING THE ONLINE STANDARD TERMS AND CONDITIONS

 

  1. Definitions

The terms used in these Specific Terms of Use not defined in this article shall have the same meaning assigned to such terms in the STC.

"Named License" refers to any individual license ordered by the Client for a named User.

"Software" refers to the software applications and their updates, including any "add-on" extension modules except for those developed under open source license as well as any documentation relating to the use of the Services.

 

  1. Software License Terms

2.1 In the event of downloading and installation of the Software, Arkadin grants the Users a limited, personal, non-exclusive, non-assignable and non-transferable license for the use of the Software as an integral part of the Service, subject to the terms of any Open Source licenses if applicable.  The license is granted for the term of the Contract. Any Software supplied shall be supplied as object code only.

2.2 All the rights and titles including but not limited to Intellectual Property rights in the Software are protected by law as well as by any other applicable regulations. Arkadin warrants that it is the holder of the appropriated rights and is able to grant the license to the Users.

2.3 Users undertake not to (i) attempt to access or copy the Software's source code forms; (ii) use the Software for other purposes than those of using the Services; (iii) create copies of the Software for other purposes that would not be directly related to the Services or generate a number of copies of the Software greater than that authorized under the applicable law; (iv) modify, translate, adapt, reverse engineer, decompile, disassemble (except and only insofar as the applicable law expressly authorizes it), or incorporate the Software into other software or create derivative works based on the Software; (v) resell, rent, or make any commercial use of the Software, or assign or grant the Software or the license terms to any third party; (vi) use the documentation for purposes other than internal; (vii) remove any notice or label included on the Software; (viii) export, re-export, misappropriate or disclose any part of the Software or any technical information relating thereto, directly or indirectly, in violation of applicable laws; or (ix) carry out intrusion tests or attempt to obtain a denial of service in connection with the Services.

 

2.4 Client understands that the Software is provided "as is". Arkadin expressly disclaims all warranties of any kind (express or implied), including but not limited to, any warranties of merchantability and fitness for a particular purpose or use.

 

  1. Client's obligations

3.1 The Client undertakes to use the Services in accordance with the written instructions issued by Arkadin.

3.2 The Client expressly authorizes Arkadin, for the sole purpose of supplying Services to (i) host, record the Content and copy such Content on back-up servers if a User or the Client selects the recording or storage option, (ii) cache the Content during video conferences and (iii) display and transmit the Content to Users pursuant to Client’s instruction.

3.3 The Client is responsible for providing internet access, connectivity, as well as communications equipment. Establishing the online-connection to the Arkadin platform and operating the User devices are Client’s responsibility.

 

  1. Arkadin’s Obligations

4.1 Security - Arkadin agrees that the Services will be provided in compliance with the security rules and principles as described in the Spoka Meet security paper available at the following address:  xxxxxx

4.2 Indemnification

4.2.1 subject to article 4.2.2 below and the article liability in the STC, Arkadin indemnifies, defends (or, at its discretion, negotiates and settles) and holds harmless the Client against  any action brought against Client on the grounds that any Software or Service or the use thereof, infringes the Intellectual Property rights of a third party, to the extent that  such action is not attributable (i) to the use of the Software or the Service other than in compliance with the provisions of the Contract, (ii) to the combination of the Software or the Service with one or more services not supplied by Arkadin or Arkadin’s Partners, or (iii) to the use of an outdated version of the Software despite an updated version having been supplied by Arkadin, or (iv) to modifications or additions made to the Software or Service upon request from the Client. Client shall (a) inform Arkadin immediately in writing and cooperate reasonably with Arkadin for the purposes of defending against such action and (b) not negotiate or settle with the third party having brought the action for infringement. Arkadin shall manage and control the defense.

4.2.2 Arkadin shall be liable, under the aforementioned terms and conditions and in the event of a sentence determining that the Software/Service infringes the third party’s Intellectual Property rights, for all damages or payments to which the Client would be sentenced on this basis by a final judgment.

4.2.3 Arkadin may, at any time, at its discretion and at its expense, (a) either obtain for the Client the right to continue the use, (b) modify or replace the Software or Service with non-infringing Software or the Service, or (c) cancel all or part of the Services relating to the infringing Software or Service.

 

  1. Intellectual property

The issuance by Arkadin of user names, passwords, personal identification numbers and telephone numbers does not result in any transfer of ownership to Users. Arkadin may mention in its communications that it is the Client's preferred supplier of the Services.

 

  1. Service Use Policy

6.1 The Client undertakes to ensure that the Users comply with use of the Service limited to one meeting at a time.

6.2 The identification of the User with a Named License shall be unique and associated with the named User. The Named License assigned to a dedicated User shall not be shared or assigned to other employees or Users.

 

7.Services limitations

External calling is available only for the purpose of adding participants to existing videoconferences.

Emergency call services are not available in Spoka meet. Clients understand and agrees that Users must have an alternative means for placing emergency calls available at all times.

Spoka Meet does not support (i) operator-assisted calling, (ii) 0+ or operator assisted calling

 

  1. Free trial

Client may be granted with a one-month free trial to test the Services. Such free trial is subject to the Contract conditions (except invoice and payment sections). Upon expiry of the free trial period, the Contract is terminated. At the end of the test, if the Client would like to make an Order, the Client shall follow the ordering process mentioned in the STC.