Terms of service.

Terms of Service:

For the purposes of these Terms of Service, HeardNetwork Limited will be referred to as Heard Network

We’ve drafted these Terms of Service, which we call the ‘Terms’ so you’ll understand the rules that govern our relationship with you. We’ve tried our best to make them as easy to understand as possible, but these Terms do form a legally binding contract between you and Heard Network, so please read them carefully.

The following terms and conditions govern all use of the Heard App and all content, services, and products available at or through the App. Our Services are offered subject to your acceptance without modification of all of the terms and conditions contained herein and all other operating rules, policies (including, without limitation, Heard Networks Privacy Policy) and procedures that may be published from time to time by Heard Network (collectively, the “Agreement”). You agree that we may automatically upgrade our Services, and these terms will apply to any upgrades.

Please read this Agreement carefully before accessing or using our Services. By accessing or using any part of our services, you agree to become bound by the terms and conditions of this agreement. If you do not agree to all the terms and conditions of this agreement, then you may not access or use any of our services.

If these terms and conditions are considered an offer by Heard Network, acceptance is expressly limited to these terms.

ARBITRATION NOTICE: IF YOU’RE USING THE SERVICES ON BEHALF OF A BUSINESS, THEN YOUR BUSINESS WILL BE BOUND BY THE ARBITRATION CLAUSE THAT APPEARS LATER IN THESE TERMS.

1. Who Can Use the Services

No one under 13 is allowed to create an account or use the Services. We may offer additional Services with additional terms that may require you to be even older to use them. So please read all terms carefully.

By using the Services, you affirm that:

  • You can form a binding contract with Heard Network.

  • You will comply with these Terms and all applicable local, state, national, and international laws, rules, and regulations.

  • Use of our Services requires a Heard account. You agree to provide us with complete and accurate information when you register for an account. You will be solely responsible and liable for any activity that occurs under your username. You are responsible for keeping your password secure

If you are using the Services on behalf of a business or some other entity, you affirm that you are authorized to grant all licenses set forth in these Terms and to agree to these Terms on behalf of the business or entity. 

2. Rights We Grant You

HeardNetwork Limited grants you a personal, worldwide, royalty-free, non-assignable, nonexclusive, revocable, and non-sublicensable license to access and use the Services. This license is for the sole purpose of letting you use and enjoy the Services’ benefits in a way that these Terms and our usage policies, such as our Community Guidelines, allow.

Any software that we provide you may automatically download and install upgrades, updates, or other new features. You may be able to adjust these automatic downloads through your device’s settings.

You may not copy, modify, distribute, sell, or lease any part of our Services. Nor may you reverse engineer or attempt to extract the source code of that software, unless laws prohibit these restrictions or you have our written permission to do so.

3. Rights You Grant Us

Many of our Services let you create, upload, post, send, receive, and store content. When you do that, you retain whatever ownership rights in that content you had to begin with. But you grant us a license to use that content. How broad that license is depends on which Services you use and the Settings you have selected.

For all Heard Services you grant Heard Network, and their affiliates a worldwide, royalty-free, sublicensable, and transferable license to host, store, use, display, reproduce, modify, adapt, edit, publish, and distribute that content for as long as you use the Services. This license is for the limited purpose of operating, developing, providing, promoting, and improving the Services and researching and developing new ones.

Because Heard is an open and public community, its services are by nature public and detail matters of public interest and therefor the license you grant us for content submitted to those Services is broader. In addition to granting us the rights mentioned in the previous paragraph, you also grant us a license to create derivative works from, promote, exhibit, broadcast, syndicate, sublicense, publicly perform, and publicly display content submitted to any Heard Services in any form and in any and all media or distribution methods (now known or later developed). To the extent it’s necessary, when you appear in, create, upload, post, or send Live, Local, or other crowd-sourced content, you also grant HeardNetwork Limited, and our affiliates and business partners the unrestricted, worldwide right and license to use your name, likeness, and voice. This means, among other things, that you will not be entitled to any compensation from Heard Network, or our affiliates and business partners if your name, likeness, or voice is conveyed through Heard Services, either on the Heard application or on one of our business partner’s platforms.

For more information about how to tailor who can watch your content, please take a look at our Privacy Policy and Support Site.

While we’re not required to do so, we may access, review, screen, and delete your content at any time and for any reason, including if we think your content violates these Terms. You alone, though, remain responsible for the content you create, upload, post, send, or store through the Services.

The Services may contain advertisements. In consideration for Heard Network letting you access and use the Services, you agree that we, our affiliates, and our third-party partners may place advertising on the Services, including personalized advertising based upon the information you provide us or we collect or obtain about you. Because the Services contain content that you and other users provide us, advertising may sometimes appear near your content.

We always love to hear from our users. But if you volunteer feedback or suggestions, just know that we can use your ideas without compensating you.

  1. Your Heard Account. 

You  are responsible for all activities that occur under your account and any other actions taken in connection with a message, within a Moment, private message or any other form of communication whilst using Heard . You must immediately notify us of any unauthorised uses of your account, or any other breaches of security. Heard Network will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.

By using the Services, you agree that, in addition to exercising common sense:

  • You will not create more than 1 account for yourself.

  • You will not create another account if we have already disabled your account, unless you have our written permission to do so.

  • You will not buy, sell, rent or lease access to your Heard account, or username without our written permission.

  • You will not share your password.

  • You will not log in or attempt to access the Services through unauthorised third-party applications or clients.

If you think that someone has gained access to your account, please contact Heard Network immediately. 

  1. Responsibility of Contributors. 

If you create a Moment, comment on a Moment, post material to Heard, post links on Heard, or otherwise make (or allow any third party to make) material available (any such material, “Content”), you are entirely responsible for the content of, and any harm resulting from, that Content or your conduct. That is the case regardless of what form the Content takes, which includes, but is not limited to text, photo, video, audio, or code. By using Heard, you represent and warrant that your content and conduct do not violate these terms.

Without limiting any of those representations or warranties, Heard Network has the right (though not the obligation) to,

  1. reclaim your username due to prolonged inactivity,

  2. (ii) refuse or remove any content that, in Heard Networks reasonable opinion, violates any Heard Networks policy or is in any way harmful or objectionable, or

  3. (iii) terminate or deny access to and use of Heard to any individual or entity for any reason.

This will be done at the sole discretion of  Heard Networks, although we may consult with third parties in any decisions we make.

  1. Responsibility of Heard.

Heard Network has not reviewed, and cannot review, all of the material, posted to our Services, and cannot therefore be responsible for that material’s content, use or effects. By operating our Services, Heard Network does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful, or non-harmful. You are responsible for taking precautions as necessary to protect yourself and your operating systems from viruses, worms, Trojan horses, and other harmful or destructive content. Our Services may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. Our Services may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. Heard Network disclaims any responsibility for any harm resulting from the use by users of our Services, or from any downloading by those users of content there posted.

  1. Content Posted on Other Websites.

We have not reviewed, and cannot review, all of the material, made available through the websites and webpages to which Heard links, Heard Network does not have any control over those links, and is not responsible for their contents or their use. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Automatic disclaims any responsibility for any harm resulting from your use of linked websites and webpages.

  1. Data charges and mobile phones

You are responsible for any mobile charges that you may incur for using our Services, including text messaging and data charges. If you’re unsure what those charges may be, you should ask your service provider before using the Services.

  1. Moments

A Moment created in Heard is  exactly that; moments in time that don’t last forever and are such scheduled to be visible for a predefined period of time and are only accessible within a defined geographical area. We reserve the right to set any time limits and geographical boundary specification for Moments, and we may change these limits from time to time at our sole discretion. As well as this your content in Moments might become unavailable for any number of other reasons, including things such as an operational glitch, GPS issues, service provider issues, or a decision to terminate your account at at our end. As we can’t promise that your content will always be available, we recommend keeping a separate copy of content you save to a Moment.

We make no promise that Moments will be able to accommodate your precise storage needs. We reserve the right to set storage limits for Moments, and we may change these limits from time to time at our sole discretion. Your use of Moments may take up space on your device and may incur mobile data charges.

  • You may not resell any Moments. This means you can’t do something such as use Moments to operate your own promotion service for other people.

  • You will not attempt to circumvent GPS data using third-party applications or clients or by other means, to access a Moment from outside the geographical location applicable to that Moment unless you have our written permission to do so.

  • You will not attempt to use third-party applications or clients or other methods of automation to create re-occurring Moments in an attempt to circumvent any time limit constraints defined by Heard without our written permission.

  • You will not attempt to promote any service or commercial product within an existing Moments unless the service or product is specifically related to that Moment without our written permission, The definition of “related to” will be defined by Heard Network, changes to this definition from time to time is at the sole discretion of Heard Network

  • You will not create a Moment to promote any service or commercial product unless the service or product is specifically related to the location and time period defined within the created moment without our written permission. The definition of “related to” will be defined by Heard Network, changes to this definition from time to time is at the sole discretion of Heard Network

  1. Copyright Infringement and DMCA Policy.

As Heard Network asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by Heard violates your copyright, you are encouraged to notify Heard Network in accordance with The Digital Millennium Copyright Act (“DMCA”) Policy. Heard Network will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. Heard Network will terminate a users access to and use of the App.

  1. Intellectual Property.

This Agreement does not transfer from Heard Network to you any Heard Network or third party intellectual property, and all right, title, and interest in and to such property will remain (as between the parties) solely with Heard Network. Heard Network, Heard, Heard Network.com, the Heard logo, and all other trademarks, service marks, graphics and logos used in connection with Heard or our Services, are trademarks or registered trademarks of HeardNetwork Limited. Other trademarks, service marks, graphics and logos used in connection with our Services may be the trademarks of other third parties. Your use of our Services grants you no right or license to reproduce or otherwise use any Heard Network or third-party trademarks.

  1. Changes.

We are constantly updating our Services, and that means sometimes we have to change the legal terms under which our Services are offered. If we make changes that are material, we will let you know by posting on one of our blogs, or by sending you an email or other communication before the changes take effect. The notice will designate a reasonable period of time after which the new terms will take effect. If you disagree with our changes, then you should stop using our Services within the designated notice period. Your continued use of our Services will be subject to the new terms. However, any dispute that arose before the changes shall be governed by the Terms (including the binding individual arbitration clause) that were in place when the dispute arose.

  1. Termination.

Heard Network may terminate your access to all or any part of our Services at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your Heard account (if you have one), you may simply discontinue using our Services. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability. 

  1. Disclaimer of Warranties.

Our Services are provided “as is.” Heard Network and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Heard Network nor its suppliers and licensors, makes any warranty that our Services will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, our Services at your own discretion and risk.

Heard Network and their affiliates take no responsibility and assume no liability for any content that you, another user, or a third party creates, uploads, posts, sends, receives, or stores on or through our Services. You understand and agree that you may be exposed to content that might be offensive, illegal, misleading, or otherwise inappropriate, none of which Heard Network, nor their affiliates will be responsible for.

  1. Limitation of Liability.

In no event will Heard Network, or its suppliers or licensors, be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for:

  1. any special, incidental or consequential damages;

  2. the cost of procurement for substitute products or services;

  3. for interruption of use or loss or corruption of data. Heard Network shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.

  1. General Representation and Warranty.

You represent and warrant that

  1. your use of our Services will be in strict accordance with the Heard Network Privacy Policy, with this Agreement, and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside) and

  2. (ii) your use of our Services will not infringe or misappropriate the intellectual property rights of any third party.

  1. Indemnification.

  1. You agree, to the extent permitted by law, to indemnify, defend, and hold harmless Heard Network and our affiliates, directors, officers, stockholders, employees, licensors, and agents from and against any complaints, charges, claims, damages, losses, costs, liabilities, and expenses (including legal fees) due to, arising out of, or relating in any way to: (a) your access to or use of the Services; (b) your content; and (c) your breach of these Terms.

  2. 17. Dispute Resolution, Arbitration 

  3. If you have a concern, talk to us – most problems can be solved easily. Contact us first and we’ll do our best to resolve the issue.

  4. Some of our Services may have additional terms that contain dispute-resolution provisions unique to that Service or your residency.

  5. If you are using the Services on behalf of a business (rather than for your personal use), you and Heard Network agree that to the extent permitted by law, all claims and disputes between us arising out of or relating to these Terms or the use of the Services will be finally settled under the LCIA Arbitration Rules, which are incorporated by reference into this clause. There will be one arbitrator (to be appointed by the LCIA), the arbitration will take place in London, and the arbitration will be conducted in English. If you do not wish to agree to this clause, you must not use the Services.

  1. Exclusive Venue

  1. To the extent the parties are permitted under these Terms to initiate litigation in a court, both you and Heard Network agree that all claims and disputes (whether contractual or otherwise) arising out of or relating to the Terms or the use of the Services will be litigated exclusively in the courts of England in the United Kingdom, unless this is prohibited by the laws of the country where you reside. You and Heard Network consent to the exclusive jurisdiction of those courts. 

  1. Choice of Law

  2. The laws of England and Wales govern these Terms and any claims and disputes (whether contractual or otherwise) arising out of or relating to these Terms or their subject matter. The courts in some countries may not apply the laws of England and Wales to some disputes related to these Terms. If you reside in one of those countries, the laws of your home country may apply to those disputes. 

  3. Severability

  4. If any provision of these Terms is found unenforceable, then that provision will be severed from these Terms and not affect the validity and enforceability of any remaining provisions.

  1. Additional Terms for Specific Services

  1. Given the breadth of our Services, we sometimes need to craft additional terms and conditions for specific Services. Those additional terms and conditions, which will be available with the relevant Services, then become part of your agreement with us if you use those Services. If any part of those additional terms and conditions conflicts with these Terms, the additional terms and conditions will prevail. 

24. Translation.

These Terms of Service were originally written in English. We may translate these terms into other languages. In the event of a conflict between a translated version of these Terms of Service and the English version, the English version will control.

  1. Miscellaneous.

This Agreement constitutes the entire agreement between Heard Network and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of Heard Network, or by the posting by Heard Network of a revised version.

If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.

You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; Heard Network may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.