These Terms of Service (“Terms”) govern the use of the Telestream Cloud™ video transcoding services (“Services”) offered by Telestream, LLC (“Telestream”, “we”, “us” or “our”) through www.cloud.telestream.net. It forms a binding agreement between Telestream and you and, if applicable, the company or other legal entity you represent. By using any of the Services, you are agreeing to be bound by these Terms. If you are entering into this agreement on behalf of a company or other legal entity, you represent that you have the legal authority to bind the legal entity to this agreement, in which case "you" shall mean such entity.
We may alter the Services we offer you and/or choose to modify, suspend or discontinue the Services and this Website at any time and without notifying you. We may also change, update, add or remove provisions (collectively, “modifications”) of these Terms from time to time. Because everyone benefits from clarity, we promise to inform you of any modifications to these Terms by posting them on this Website and, if you have registered with us, by describing the modifications to these Terms in an email that we will send to the address that you provided during registration. To be sure we properly reach your email inbox, we just ask that you let us know if your preferred email address changes at any time after your registration.
If you object to any such modifications, your sole recourse shall be to cease using the Services and this Website. Continued use of the Services and this Website following notice of any such modifications indicates you acknowledge and agree to be bound by the modifications. Also, please know that these Terms may be superseded by expressly-designated legal notices or terms located on particular pages of this Website. These expressly-designated legal notices or terms are incorporated into these Terms and supersede the provision(s) of these Terms that are designated as being superseded.
You may be required to register and pay for certain use of and subscriptions to the Services. If you want to create a Telestream Cloud account with us, you must submit the following information through the account registration page on this Website:
You may also provide additional, optional information (such as what products you are interested in) so that we can provide you a more customized experience when using this Website –but, we will leave that decision with you. Once you submit the required registration information, we alone will determine whether or not to approve your proposed account. If approved, your account will be created. For so long as you use the account, you agree to provide true, accurate, current, and complete information which can be accomplished by logging into your account and making relevant changes directly or contacting us using the below contact information and we can make the changes for you. And, if you forget your password – no worries as we will happily send a password update to your provided email address.
You are responsible for complying with these Terms when you access this Website or use the Services, whether directly or through any account that you may setup through or on this Website. You are solely responsible for all activities under your account. Because it is your account, it is your job to obtain and maintain all equipment and services needed for access to and use of this Services as well as paying related charges. It is also your responsibility to maintain the confidentiality of your password(s), including any password of a third-party site that we may allow you to use to access the Services. Should you believe your password or security for the Services has been breached in any way, you must immediately notify us.
You pay purchase various monthly subscriptions to use our Services. You agree to pay all applicable fees related to your purchase of any such subscriptions for the Services. By providing a payment method, you expressly authorize us to charge the applicable fees on said payment method as well as taxes and other charges incurred thereto at regular intervals, all of which depend on your particular subscription and utilized Services. We may suspend or terminate your account and/or access to our Services, and this Website if your payment is late and/or your offered payment method (e.g., credit card or PayPal account) cannot be processed
Monthly subscriptions automatically renew unless you provide us written notice of cancellation. You may cancel any subscription at any time by notifying us. Your account will be closed effective the end of the current billing cycle.
You must be at least 18 year of age or older and have the capacity to enter into legal contracts to use the Services.
Provided you are in compliance with these Terms and have provided any payment required hereunder, Telestream grants you a non-exclusive, non-transferable, non-assignable license to access and use the Services solely for purposes of transcoding video content (“Video Content”) that you supply to us (“Permitted Purposes”). You have no other rights in this Website or the Services and you may not modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of this Website or the Services in any manner. If you make any copies of this Website while engaging in Permitted Purposes then we ask that you be sure to keep on the copies all of our copyright and other proprietary notices as they appear on this Website.
You may not use any “deep-link”, “page-scrape”, “robot”, “spider” or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Website or any Services, or in any way reproduce or circumvent the navigational structure or presentation of the Website or any Services, to obtain or attempt to obtain any Services, documents or information through any means not purposely made available through the Website. You may not attempt to gain unauthorized access to any portion or feature of the Website, or any other systems or networks connected to the Website or to any Telestream server, or to any of the Services offered on or through the Website, by hacking, password “mining” or any other illegitimate means.
You may terminate this Agreement at any time by closing your Telestream Cloud account. For free accounts, we may terminate this Agreement for convenience at any time. For paid accounts, we may terminate this Agreement on sixty (60) days' notice given by email to the address of your Telestream Cloud account. We may terminate this Agreement immediately upon our notice to you for any breach of this Agreement. The proprietary rights, disclaimer of warranties, representations made by you, indemnities, limitation of liability and general provisions shall survive any termination of these Terms.
You are solely responsible for any Video Content that you submit to the Services. By submitting any Video Content, you are promising us that:
By submitting Video Content, you grant to us an irrevocable, perpetual, transferable, non-exclusive, fully-paid, worldwide, royalty-free license (sublicensable through multiple tiers) to transcode, use, store, distribute, reproduce, modify (with a right to create derivative works to the extent necessary to perform Telestream Cloud's transcoding operations), adapt, publish, translate, publicly perform, and publicly display your Video Content (or any modification thereto), in whole or in part, in any format or medium now known or later developed and for all purposes necessary to provide you the Services. You further grant Telestream the right to retain your Video Content for the purpose of quality assurance and technical improvement.
We may, but are not obligated to, pre-screen Video Content or monitor any area of this Website through which Video Content may be submitted. We are not required to host, display, or distribute any Video Content on or through this Website and may remove at any time or refuse any Video Content for any reason. We are not responsible for any loss, theft, or damage of any kind to any Video Content. Further, you agree that we may freely disclose your Video Content to any third party absent any obligation of confidence on the part of the recipient.
You agree to indemnify, defend and hold harmless Telestream, its parents, affiliates and subsidiary companies, and each of their officers, directors, employees, consultants and agents (collectively, the “Released Parties”) from any and all losses, damages, claims, liability, damages and/or costs (including, but not limited to, attorney’s fees and other legal costs) arising from your Video Content and your use of the Services, your violation of these Terms, or your infringement, or infringement by any other user of your account, of any intellectual property or other right of any person or entity. Without limiting the foregoing, you agree to hire attorneys to defend the Released Parties if you violate these Terms and that violation results in a problem for us. You also agree to pay any damages that the Released Parties may end up having to pay as a result of your violation. You alone are responsible for any violation of these Terms by you. The Released Parties reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with their defense of such claim.
The Services and the Website are our sole property and protected by copyright, trademark and other intellectual property laws. All rights not expressly granted herein are reserved. Except as otherwise required or limited by applicable law, any reproduction, distribution, modification, retransmission, or publication of any copyrighted material is strictly prohibited without the express written consent of the copyright owner or license.
"Downtime" means the percentage of time in a calendar month that the Services are unavailable for access, as measured by Telestream.
"Service Extension" means an extension of your paid-for Telestream Cloud account, at your service level as at the time of the outage.
100% uptime is our goal. Should uptime for any calendar month fall below 99.9%, we will issue you a Service Extension as follows:
No Service Extension will be awarded for Downtime that is the result of any of the following:
Free accounts are not entitled to any Service Extensions regarding of the amount or cause of Downtime.
To receive a Service Extension you must contact us within ten (10) days of becoming eligible to receive it. You must provide details of the extension requested and supporting documentation, such as log files showing the non-availability of the service. The Service Extension is your sole and exclusive remedy for any failure by us to provide the Service.
The Services are provided on an "as is" and "as available" basis, and you use them at your sole risk. Telestream expressly disclaims any and all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Telestream does not represent and warrant the Services will be error-free, uninterrupted, or meet your requirements or expectations.
In no event will Telestream be liable to you for damages, including any general, special, incidental or consequential damages arising out of the use or inability to use the Services (including but not limited to loss of data or data being rendered inaccurate or losses sustained by you or third parties or a failure of the Services to operate with any other services), even if Telestream has been advised of the possibility of such damages. No advice or information obtained by you from Telestream shall create any representation or warranty not expressly provided for in these Terms.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT TELESTREAM SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF TELESTREAM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM:
IN NO EVENT SHALL TELESTREAM'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR THE SERVICES.
Some jurisdictions do not permit limitations of liability or disclaimer of warranties and so the foregoing limitations and disclaimer may not apply to you.
You are responsible for maintaining the confidentiality of your Telestream Cloud account, and you are responsible for all activity which occurs as part of your Telestream Cloud account. You agree to immediately notify Telestream of any unauthorized use of your account or any other breach of security known to you.
Telestream controls and operates this Website and the Services from the United States of America and the entirety of this Website and the Services may not be appropriate or available for use in other locations. If you use this Website or the Services outside the United States of America, you are solely responsible for following applicable local laws.
We think direct communication resolves most issues – if we feel that you are not complying with these Terms, we will tell you. We will even provide you with recommended necessary corrective action(s) because we value this relationship.
However, certain violations of these Terms, as determined by us, may require immediate termination of your access to this Website without prior notice to you. The laws of the State of California and applicable U.S. federal law, without regard to the choice or conflicts of law provisions, will govern these Terms. The parties expressly agree that the United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement. If the State of California adopts the current proposed Uniform Computer Information Transactions Act (UCITA, formerly proposed Article 2B to the Uniform Commercial Code), or a version of the proposed UCITA, that part of the laws shall not apply to any transaction under these Terms.
Foreign laws do not apply. Any disputes relating to these Terms, the Services or this Website will be heard in the courts located in Nevada County, California. If any of these Terms are deemed inconsistent with applicable law, then such term(s) shall be interpreted to reflect the intentions of the parties, and no other terms will be modified. By choosing not to enforce any of these Terms, we are not waiving our rights. These Terms are the entire agreement between you and us and, therefore, supersede all prior or contemporaneous negotiations, discussions or agreements between us, you and any other person about this Website.
Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: This Website and the Services are provided by Telestream, LLC. If you have a question or complaint regarding the Website or Services, please contact Customer Service at [insert email]. You may also contact us by sending us a letter to 848 Gold Flat Road, Nevada City, California 95959. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by post at 1625 North Market Blvd., Sacramento, CA 95834 or by telephone at (916) 445-1254 or (800) 952-5210 or Hearing Impaired at TDD (800) 326-2297 or TDD (916) 322-1700.
If you have any questions about these Terms or otherwise need to contact us for any reason, you can reach us at Telestream, LLC. 848 Gold Flat Road, Nevada City, CA 95959.