Speechify Data Room Portal - Terms of Service

By accessing or using the Speechify Data Room Portal ("Portal"), you agree to be bound by these Terms of Service ("Terms"). If you disagree with any part of the Terms, you may not access the Portal.

These Terms of Service are effective as of October 18, 2024.

1. Acceptance of Terms

By accessing this Portal, you are agreeing to be bound by these Terms of Service, all applicable laws and regulations, and agree that you are responsible for compliance with any applicable local laws.

2. Non-Disclosure Agreement

2.1 Confidential Information: All information provided through this Portal, including but not limited to revenue data and funds raised, is considered Confidential Information.

2.2 Non-Disclosure: You agree not to disclose, distribute, or use any Confidential Information for any purpose other than to evaluate a potential investment in Speechify.

2.3 Duration: This non-disclosure obligation shall remain in effect for a period of five (5) years from the date of access to the Portal.

3. Conflict of Interest

3.1 Disclosure Requirement: If you are invested in or affiliated with a direct competitor of Speechify, you must notify Speechify of such a conflict prior to accessing any data in the Portal.

3.2 Specific Concern: Investors who are invested in ElevenLabs are considered to have a potential conflict of interest with Speechify.

3.3 Approval: After disclosure of any conflict, you must receive explicit confirmation from Speechify that we are willing to engage with you before accessing any data.

4. Authorized Access

4.1 Limited Access: The Portal may only be used by individuals who have been explicitly granted access by Speechify based on their email address.

4.2 Account Security: You are responsible for maintaining the confidentiality of your account and password and for restricting access to your account.

5. Use Restrictions

5.1 Prohibited Actions: You may not screen record, copy, distribute, or share any of the data provided in the Portal.

5.2 Intellectual Property: All content in the Portal is the property of Speechify and protected by intellectual property laws.

6. Disclaimer and Limitations of Data

6.1 Non-GAAP Measures: Certain financial measures presented in this Portal are non-GAAP financial measures. These measures have limitations as analytical tools and should not be considered in isolation or as substitutes for analysis of our results as reported under GAAP.

6.2 Key Metrics and Limitations: The metrics and data presented in this Portal are calculated using internal company data based on the activity of user accounts and other sources. While these numbers are based on what we believe to be reasonable estimates for the applicable period of measurement, there are inherent challenges in measuring usage across large online and mobile populations around the world. The methodologies used to measure these metrics require significant judgment and are also susceptible to algorithm or other technical errors.

6.3 Ongoing Refinement: We are continually seeking to improve our estimates and methodologies, and we regularly review and may adjust our processes for calculating these metrics to improve their accuracy. Our ability to recalculate our historical metrics may be impacted by data limitations or other factors that require us to apply different methodologies for such adjustments. We generally do not intend to update previously disclosed metrics for any such inaccuracies or adjustments that are within the error margins disclosed.

6.4 Potential for Change: Our metrics and estimates may change due to improvements or changes in our methodology, errors in implementation of our methodology, or changes in the underlying data signals we use. We may discover material inaccuracies and/or make material adjustments to improve the accuracy of our metrics, which can result in adjustments to our historical metrics.

6.5 Forward-Looking Statements: This Portal may contain forward-looking statements. These statements are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results could differ materially from those anticipated or implied in the forward-looking statements due to various factors.

6.6 No Guarantee: While we use our best efforts to ensure the accuracy of the information provided, we cannot guarantee its absolute accuracy or completeness. Users of this Portal should be aware of these limitations when interpreting the data presented.

6.7 Metric Definitions: The definition, calculation, and interpretation of any metrics not explicitly defined in these Terms of Service are at the company's discretion. Users should refer to any accompanying documentation or annotations provided within the Portal for clarification on specific metrics.

7. Analytics and Monitoring

7.1 Usage Analytics: This Portal uses analytics tools, including but not limited to replay sessions, to monitor and improve user experience.

7.2 Consent: By using this Portal, you consent to the collection and use of this information for the purposes stated above. This consent applies retroactively to any previous uses of the Portal.

7.3 Retroactive Consent: If you have used this Portal prior to the addition of this section, your continued use of the Portal constitutes retroactive consent to our analytics and monitoring practices.

8. Limitation of Liability

Speechify shall not be liable for any direct, indirect, incidental, consequential, or punitive damages arising out of your access to, or use of, the Portal.

9. Governing Law

These Terms shall be governed and construed in accordance with the laws of Florida, without regard to its conflict of law provisions.

10. No Class Action

You agree to waive any right to participate in a class action lawsuit or class-wide arbitration against Speechify or its affiliates related to your use of the Portal or these Terms of Service.

11. Changes to Terms

Speechify reserves the right, at our sole discretion, to modify or replace these Terms at any time. By continuing to access or use our Portal after those revisions become effective, you agree to be bound by the revised terms.

12. Contact Information

If you have any questions about these Terms, please contact us at cliff@speechify.com. Notices should be sent to 382 NE 191st St PMB 69469, Miami, FL, 33179-3899, US.

13. Governing Communications

13.1 Scope: These Terms of Service shall govern all communications between the parties related to the Portal, Speechify's information, and any information shared either through the portal, verbally, by email, by text, or by other means.

13.2 Confidentiality: All communications between the parties, whether written, oral, or electronic, shall be considered confidential and subject to the non-disclosure provisions outlined in Section 2 of these Terms.

13.3 Survival: The confidentiality and non-disclosure obligations shall survive the termination of access to the Portal or any subsequent agreements between the parties.

14. Relationship to Other Agreements

14.1 Supplementary Nature: These Terms of Service shall act as a supplement to any other counterpart documents, communications, or contracts between the parties, including but not limited to investment agreements, non-disclosure agreements, quarterly investor updates shared by company, or other business arrangements.

14.2 Conflicting Agreements: In the event of any conflict between these Terms and any subsequent agreement, the provisions that provide the highest level of protection for Speechify's confidential information shall prevail.

By accessing the Portal, you acknowledge that you have read these Terms of Service, understood them, and agree to be bound by them, including the provisions governing all communications and their relationship to other agreements.