Effective: December 28, 2022
These Terms of Service (“Terms”) govern access to and use of the Services made available by Birdie (ECLAA). By using our Services, you agree to be bound by these Terms. If you use our Services on behalf of an entity or organization, you are binding that organization to these Terms, and you represent that you have the authority to do so.
1.1 Registration. Birdie provides video messaging services for customer service teams. Upon registration, a user must either create a new Workspace or join an existing Workspace. When a user creates a new Workspace on behalf of an organization (such as the user’s employer), the organization is the Customer. Customers can invite Users to their Workspace and must designate at least one User to be an Administrator, who will manage and control the Workspace. All Customers, Administrators, and Users must comply with these Terms.
1.2 Access. During the Subscription Term, Customer may access and use, and may allow Users to access and use the Services for its business purposes in accordance with these Terms.
1.3 Software. Birdie may make Software available as part of the Services. Subject to these Terms, Birdie to Customer and its Users a limited non-exclusive, non-transferable, non-sublicensable license to use the Software to the extent necessary to use the Services. To the extent a component of the Software contains any open source software, the open source license for that software will govern with respect to that component.
1.4 Restrictions. Customer will not and will ensure Users do not: (a) reproduce, modify, adapt, or create derivative works of the Services; (b) rent, lease, distribute, sell, transfer, or sublicense the Services to a third party except as permitted in these Terms; (c) interfere with, disrupt, or circumvent any security measures or mechanisms designed to protect the Services; (d) reverse engineer, disassemble, decompile, or seek to obtain or derive the source code, underlying ideas, algorithms, file formats, or non-public APIs of Services; (e) remove or obscure any proprietary or other notices contained in the Services; (f) harass, threaten, or cause distress, unwanted attention, or discomfort to a person or entity; (g) impersonate or falsely state or misrepresent an affiliation with anyone; (h) use the Services to transmit any viruses, worms, trojan horses, or other harmful or malicious code or programs; (i) use the Services to build competitive products; or (j) misuse the Services in any way, including in violation of these Terms or applicable law. Any use of data mining, robots, or similar data gathering and extraction tools or framing all or any portion of the Services without Birdie’s permission is strictly prohibited. Customer will prevent, terminate, and notify Birdie of any unauthorized or illegal use of or access to its or any User account or the Services.
1.5 Corporate Domains. If a user creates a Workspace using an email address belonging to their employer or organization, that account will be added to the organization's Workspace, in which case Birdie will provide notice to the user or Administrator of the account. The Administrator of the Workspace will have the ability to control that account, which includes being able to access, modify, or remove information from the account, modify user roles, and delete or restrict access to the account. Customers and Users agree to comply with their organization’s terms and policies regarding use of the Service.
2.1 Users. Customer is responsible for Users’ use of the Services and their compliance with these Terms. Customer will ensure that all Users are over the age of 13 or the applicable age of digital consent, whichever is older. Customer represents that it has obtained all consents necessary for Customer and its Users’ use of the Services, including Customer’s ability to convert accounts previously registered by individuals using Customer’s business email domain into User accounts.
2.2 Customer Data. Customer is responsible for ensuring all Customer Data and any other content or information provided to Birdie or recorded, or transmitted to the Services complies with these Terms. If any Customer Data violates these terms, Birdie may ask Customer to remove or edit the Customer Data so it is no longer in violation, or Birdie may, but is not obligated to, remove the Customer Data or take action as needed to resolve the issue.
2.3 Third-Party Apps. Third-Party Apps are subject to their own terms and privacy policies. Customer is responsible for reviewing those terms and policies before using Third-Party Apps. Birdie is not responsible for Third-Party Apps and does not warrant or support them. By enabling a Third-Party App that uses or accesses Customer Data, Customer authorizes the transfer of that data to the Third-Party App and, if applicable, will ensure that there is a legally valid data transfer mechanism for the transfer or onward transfer, in accordance with all applicable privacy and data protection laws.
2.4 Prohibited Content. Customer will not and will ensure Users do not record, or transmit any harmful, offensive, unlawful, or otherwise objectionable content to Birdie or the Services, including content that: (a) is threatening, abusive, harassing, defamatory, vulgar, obscene, discriminatory, or hateful; (b) infringes any patent, trademark, trade secret, copyright or other intellectual property right or violates the rights of others in any way; (c) contains pornography or sexually explicit material; (d) is harmful to minors; or (e) promotes or provides instructional information about illegal activities or promotes physical harm or injury to any group or individual.
3.1 Processing of Customer Data. Birdie ****will only process and use Customer Data: (a) to provide, protect, and update the Services, (b) to enforce these Terms and exercise its rights hereunder, (c) as required by law, and (d) as otherwise instructed by Customer. Birdie may collect and use Customer Data on an aggregated and/or anonymized basis for Birdie’s internal business purposes; provided that Birdie will not not use or share this data in a way that identifies any individual or Customer as the source of the data.
3.2 Data Processing Addendum. Birdie will process Personal Data in accordance with its Data Processing Addendum, which is incorporated into these Terms.
3.3 Security. Birdie will maintain an industry-standard information security program that consists of technical and organizational safeguards designed to protect Customer Data, including Birdie’s Security Measures. Notwithstanding the foregoing, Customer is responsible for maintaining the security and confidentiality of Administrator and User accounts, including account credentials such as usernames and passwords.
3.4 Subcontractors. Birdie may hire subcontractors to assist in providing the Services, provided that: (a) subcontractors who receive Customer Data will be subject to confidentiality obligations no less protective than those in these Terms; (b) Birdie will remain responsible for its obligations under these Terms and for subcontractors’ use of Customer Data; and (c) Birdie’s Data Processing Addendum will govern any subprocessing of personal data.