Terms and Conditions

These Terms and Conditions ("Terms") govern your access to and use of the Algernon Innovations website (the "Site"), our software services including but not limited to Listen To Anything ("LTA"), and any related services or custom software development provided by Algernon Innovations (collectively, the "Services"). Please read these Terms carefully before using our Services.

1. Acceptance of Terms

   By accessing or using our Site or Services, you agree to be bound by these Terms and our Privacy Policy (available at this web URL), which is incorporated herein by reference. If you do not agree to all of these Terms, do not access or use the Site or Services. You affirm that you are of legal age and capacity to enter into these Terms.

2. Description of Services

   Algernon Innovations provides intelligent software solutions, including the LTA service, which converts user-submitted text content into audio format delivered via RSS feed; access to our informational website; and potentially custom software development services tailored to client needs. We reserve the right to modify, update, suspend, or discontinue any part of the Services at any time, with or without notice. We are not liable if, for any reason, all or any part of the Services is unavailable at any time or for any period.

3. User Accounts (If Applicable)

   Access to certain Services, such as LTA, may require you to create an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete. You are responsible for safeguarding your account password and for any activities or actions under your account. You agree to notify us immediately of any unauthorized use of your account. We reserve the right to suspend or terminate your account if any information provided is found to be inaccurate, not current, or incomplete, or if you violate these Terms.

4. Use License & Restrictions

   Subject to your compliance with these Terms, Algernon Innovations grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Services for your personal or internal business purposes as intended. You agree not to, and will not permit others to:
   1. Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or underlying ideas or algorithms of the Services (except to the extent applicable laws specifically prohibit such restriction).
   2. Modify, translate, or create derivative works based on the Services.
   3. Rent, lease, distribute, sell, resell, assign, or otherwise transfer rights to the Services.
   4. Use the Services for any illegal purpose or in violation of any local, provincial, national, or international law.
   5. Use the Services to process, store, or transmit infringing, libelous, or otherwise unlawful or tortious material, or to process, store, or transmit material in violation of third-party privacy or intellectual property rights.
   6. Interfere with or disrupt the integrity or performance of the Services or third-party data contained therein.
   7. Attempt to gain unauthorized access to the Services or their related systems or networks.
   8. Remove or obscure any proprietary notices or labels on the Services.
   9. Scrape, data mine, or automate access to the Services beyond the intended mechanisms (e.g., using the provided RSS feed for LTA is permitted; scraping the website or internal LTA APIs is not).
   Use of the LTA service is strictly limited to content for which you have lawful rights to reproduce and convert into audio format. By submitting content to the LTA service, you expressly represent and warrant that you have all necessary permissions, licenses, or other authorisations to narrate, reproduce, and distribute such content. Any use of the LTA service with third-party content in violation of copyright or other intellectual property rights is strictly prohibited and constitutes a breach of these Terms.

5. Intellectual Property Rights

   The Services, including the Site, software (like LTA), text, graphics, images, logos, documentation, look and feel, and all underlying technology and intellectual property rights therein, are and will remain the exclusive property of Algernon Innovations and its licensors. These Terms do not grant you any rights to use Algernon Innovations' trademarks, logos, domain names, or other brand features. Except for the limited license granted in Section 4 "Use License & Restrictions", no rights or licenses are granted to you under these Terms, whether by implication, estoppel, or otherwise.

6. User Content

   For Services like LTA where you provide content (e.g., text to be converted to audio) ("User Content"), you retain all ownership rights you have in the original User Content. However, by submitting User Content to the Service, you grant Algernon Innovations a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, process, adapt, modify (e.g., format for audio conversion), store, publish (e.g., deliver via RSS), transmit, and display your User Content solely for the purpose of operating, providing, and improving the Service to you and our customers. You represent and warrant that:
   1. You own or have the necessary licenses, rights, consents, and permissions to submit the User Content and to grant the license set forth above;
   2. the User Content and our use thereof as contemplated by these Terms and the Service will not infringe, misappropriate, or violate any third party's intellectual property rights, rights of publicity or privacy, or result in the violation of any applicable law or regulation; and
   3. the User Content does not consist of material that you are not lawfully permitted to narrate or otherwise convert to audio, including copyrighted text from third-party websites without express authorization.
   You are solely responsible for your User Content and the consequences of submitting and processing it through the Service. We have the right (but not the obligation) to remove or refuse to process any User Content that we believe, in our sole discretion, violates these Terms or is otherwise harmful or objectionable.

7. Payment, Fees, and Subscriptions

   Certain Services, like LTA subscriptions or custom development projects, may require payment. You agree to pay all applicable fees as described on the Site or in a separate agreement for the selected Services. Fees are typically billed in advance on a recurring basis (for subscriptions) or as outlined in a project agreement. All fees are non-refundable except as required by law or as explicitly stated in a specific offer. You are responsible for providing complete and accurate billing and contact information and for paying any applicable taxes. Failure to pay fees may result in suspension or termination of your access to paid Services. We reserve the right to change our fees or billing methods upon reasonable notice.

8. Privacy

   Your privacy is important to us. Our collection and use of personal information and User Content in connection with the Services is described in our Privacy Policy, available at this web URL. By using the Services, you consent to the data practices described in the Privacy Policy.

9. Disclaimers of Warranties

   THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALGERNON INNOVATIONS EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS, OR THAT THE RESULTS OBTAINED FROM THE USE OF THE SERVICES (SUCH AS AUDIO NARRATION QUALITY OR ACCURACY FROM LTA) WILL BE ACCURATE, RELIABLE, OR COMPLETE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.

10. Limitation of Liability

    TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ALGERNON INNOVATIONS, ITS AFFILIATES, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (I) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (II) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES; (III) ANY CONTENT OBTAINED FROM THE SERVICES (INCLUDING USER CONTENT PROCESSED BY THE SERVICES); OR (IV) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF ALGERNON INNOVATIONS EXCEED THE GREATER OF ONE HUNDRED SOUTH AFRICAN RAND (ZAR 100.00) OR THE AMOUNT YOU PAID ALGERNON INNOVATIONS, IF ANY, IN THE PAST SIX MONTHS FOR THE SERVICES GIVING RISE TO THE CLAIM. THE LIMITATIONS OF THIS SUBSECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, AND WHETHER OR NOT ALGERNON INNOVATIONS HAS BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

11. Indemnification

    You agree to defend, indemnify, and hold harmless Algernon Innovations and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with: (i) your access to or use of the Services; (ii) your User Content; or (iii) your violation of these Terms, including your breach of the representations and warranties relating to the lawful submission and narration of content using the LTA service.

12. Termination

    We may terminate or suspend your access to the Services, including your account, immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms. You may terminate your account and discontinue use of the Service at any time (subject to any subscription terms). Upon termination, your right to use the Services will immediately cease. All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability. Termination may result in the deletion of your User Content associated with the Services; please refer to our Privacy Policy for details on data retention.

13. Governing Law and Dispute Resolution

    These Terms shall be governed by and construed in accordance with the laws of the Republic of South Africa, without regard to its conflict of law principles. Any dispute arising from or relating to the subject matter of these Terms shall be finally settled by arbitration in Cape Town, South Africa, using the English language, in accordance with the Arbitration Rules of the Arbitration Foundation of Southern Africa (AFSA) then in effect. Judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the courts located in Cape Town, South Africa.

14. Changes to Terms

    We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect, likely by posting the updated terms on the Site or notifying registered users via email. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our Services after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, please stop using the Services.

15. Miscellaneous

    These Terms, together with the Privacy Policy, constitute the entire and exclusive understanding and agreement between Algernon Innovations and you regarding the Services, and supersede and replace any and all prior oral or written understandings or agreements between Algernon Innovations and you regarding the Services. If any provision of these Terms is held invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. Our failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Algernon Innovations. If you have any questions about these Terms, please contact us at hi@algernoninnovations.com or via our Contact Page.