Spoke Technologies Inc. (“Spoke”) was founded on the principle of bringing voice
back to the digital world to help friends and family share stories and insights
website (located at www.spoketechnologies.com)
and use of Spoke’s social networking services (available through Spoke’s website
and SpokenAppsTM), collectively called “Spoke Products and Services”. These Terms
of Use do not alter in any way the terms or conditions of any other agreement you
may have with us. If you are using Spoke Products and Services on behalf of any
entity, you represent and warrant that you are authorized to accept these Terms
of Use on such entity’s behalf, and that such entity agrees to indemnify you and
us for violations of these terms.
of Spoke Products and Services, at any time. Spoke encourages visitors to frequently
will be effective immediately upon posting of the revisions on our website, and
you waive any right you may have to receive specific notice of such changes or modifications.
Your continued use of Spoke Products and Services following the posting of changes
or modifications will confirm your acceptance of such changes or modifications.
use and disclose personally identifiable information from our users.
You agree to: (i) provide accurate, current and complete information about you as
may be prompted by any signup, login and/or registration forms in Spoke Products
and Services (“Registration Data”); (ii) maintain the security of your password
and identification; (iii) maintain and promptly update the Registration Data, and
any other information you provide to us, to keep it accurate, current and complete;
and (iv) accept all risks of unauthorized access to the Registration Data and any
other information you provide to us.
User Content and Sharing Functions
Spoke Products and Services include sharing and requesting-to-share functions (“Sharing
Functions”) through which you or other users may share, store or otherwise make
available certain information, multimedia content and/or other materials (“User
Content”). When you use the Sharing Function, the shared User Content is stored
on our server and a link is sent to the private email address of the recipient.
Similar to other online sharing services, anyone with access to this link will be
able to view your shared User Content. You are solely responsible for your use of
the Sharing Functions and use them at your own risk.
By using any Sharing Function, you agree not to post, upload to, transmit, distribute,
store, create or otherwise publish through Spoke Products and Services any of the
- User Content that is unlawful, libelous, defamatory, obscene, pornographic, harassing,
threatening, invasive of privacy or publicity rights, fraudulent or otherwise objectionable
(as determined in our reasonable discretion);
- User Content that would constitute, encourage or provide instructions for a criminal
offense, violate the rights of any party or that would any local, province, state,
national or international law;
- User Content that may infringe any patent, trademark, trade secret, copyright
or other intellectual or proprietary right of any party. By posting any User Content,
you represent and warrant that you have the lawful right to distribute and reproduce
your User Content;
- User Content that impersonates any person or entity or otherwise misrepresents
your affiliation with a person or entity;
- Private information of any third party including addresses, phone numbers, email
addresses, Social Security numbers and similar information; and
- User Content that, in our sole judgment, is objectionable or which restricts or
inhibits any other person from using or enjoying the Sharing Functions of Spoke
Products and Services.
We take no responsibility and assumes no liability for any User Content shared,
posted, stored or uploaded by you or any third party, or for any loss or damage
thereto, nor are we liable for any mistakes, defamation, slander, libel, omissions,
falsehoods, obscenity, pornography or profanity you may encounter.
As a provider of interactive services, we are not liable for any statements, representations,
User Content or Third Party Content (as defined below) provided by users in any
public forum or during Sharing Functions. Although we have no obligation to screen,
edit or monitor any of the User Content posted during the Sharing Functions, we
reserve the right, and have absolute discretion, to remove, screen or edit any User
Content shared or stored while using Spoke Products and Services and for any reason
without notice, and you are solely responsible for creating backup copies of and
replacing, any User Content you share or store while using Spoke Products and Services,
at your sole cost and expense.
We do not own the User Content you share while using Spoke Products and Services,
but in sharing User Content using Spoke Products and Services, you grant us a nonexclusive,
royalty-free and fully sublicensable right to use, reproduce, modify, adapt, publish,
translate, create derivative works from, distribute, perform and display such User
Content on or in connection with Spoke Products and Services. You may cancel this
license at any time by sending us an email at
to remove the User Content from SPOKE Products and Services.
Third Party Content
We may share third party content on Spoke Products and Services and provide links
to sites and content of third parties (collectively the “Third Party Content”) as
a service to those interested in this information. We do not control, endorse or
adopt any Third Party Content and we make no representation or warranties of any
kind regarding the Third Party Content.
You are granted a right to create a text hyperlink to Spoke Products and Services
for noncommercial purposes, provided such link does not portray us or Spoke Products
and Services in a false, misleading, derogatory or otherwise defamatory manner and
provided further that the linking site does not contain any adult or illegal material
or any material that is offensive, harassing or otherwise objectionable. This limited
right may be revoked at any time.
You may not use, frame or utilize framing techniques to enclose any Spoke trademark,
logo or other proprietary information, including the images found at Spoke Products
and Services, the content of any text or the layout/design of any page or form contained
on a page on Spoke Products and Services without our express written consent.
We make no claim or representation regarding, and accept no responsibility for,
the quality, content, nature or reliability of third-party sites accessible by hyperlink
from Spoke Products and Services or sites linking to Spoke Products and Services.
Advertisements and Promotions; Third Party Products and Services
We may run advertisements and promotions from third parties inside Spoke Products
and Services or may otherwise provide information about or links to third-party
products or services inside Spoke Products and Services. Your business dealings
or correspondence with or participation in promotions of such third parties, and
any terms, conditions, warranties or representations associated with such dealings
or promotions, are solely between you and such third party. We are not responsible
or liable for any loss or damage of any sort incurred as the result of any such
dealings or promotions or as the result of the presence of such non- Spoke advertisers
or third party information inside Spoke Products and Services.
Copyright and Limited License
Unless otherwise indicated on Spoke Products and Services, Spoke Products and Services
and all content and other materials inside them, including, but not limited to,
our logo and all designs, text, graphics, pictures, audio, video, information, data,
software and the selection and arrangement thereof (collectively, the “Spoke Products
and Services Materials”) are our proprietary property or our licensors or users
and are protected by Canadian, U.S. and international copyright laws.
By registering as a user, you are granted a limited, non-sublicensable license to
access and use Spoke Products and Services and electronically copy, (except where
prohibited without a license) and print to hard copy portions of the Spoke Products
and Services Materials (except Third Party Content) for your informational, non-commercial
include: (i) any resale or commercial use of the Spoke Products and Services or
the Spoke Products and Services Materials therein; (ii) the distribution, public
performance or public display of any Spoke Products and Services Materials; (iii)
modifying or otherwise making any derivative uses of Spoke Products and Services
and the Spoke Products and Services Materials (or any portion thereof); (iv) use
of any data mining, robots or similar data gathering or extraction methods; (v)
downloading (other than the page caching) of any portion of Spoke Products and Services,
the Spoke Products and Services Materials or any information contained therein,
except as expressly permitted on Spoke Products and Services; or (vi) any use of
Spoke Products and Services or the Spoke Products and Services Materials other than
for its intended purpose. Any use of Spoke Products and Services or the Spoke Products
without the our prior written permission, is strictly prohibited and will terminate
applicable laws including, but not limited to, copyright and trademark laws and
applicable communications regulations and statutes. Unless explicitly stated herein,
property rights, whether by estoppel, implication or otherwise. This license is
revocable at any time.
You agree, at your sole expense, to defend, indemnify and hold us, our independent
contractors, service providers and consultants, and their respective directors,
employees and agents, harmless from and against any and all actual or threatened
suits, actions, proceedings (at law or in equity), claims, damages, payments, deficiencies,
fines, judgments, settlements, liabilities, losses, costs and expenses (including,
but not limited to, reasonable attorney fees, costs, penalties, interest and disbursements)
caused by, arising out of, resulting from, attributable to or in any way incidental
to: (i) your use of Spoke Products and Services, the Spoke Products and Services
Materials, and/or Sharing Functions; (ii) your conduct; (iii) your violation of
UNLESS OTHERWISE EXPRESSLY SET FORTH IN WRITING, SPOKE PRODUCTS AND SERVICES, THE
SPOKE PRODUCTS AND SERVICES MATERIALS, THE THIRD PARTY CONTENT, THE USER CONTENT,
ANY HYPERLINKS, AND ANY OTHER SERVICES AND/OR CONTENT INCLUDED ON OR OTHERWISE MADE
AVAILABLE TO YOU THROUGH OUR SPOKE PRODUCTS AND SERVICES (COLLECTIVELY, “SPOKE PRODUCTS/CONTENT/SERVICES”)
ARE PROVIDED TO YOU ON AN AS IS OR AS AVAILABLE BASIS WITHOUT ANY REPRESENTATIONS
OR WARRANTIES OR CONDITIONS OF ANY KIND. WE DO NOT WARRANT THAT ANY SPOKE PRODUCTS/CONTENT/SERVICES
ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE MAKE NO REPRESENTATIONS OR WARRANTIES
WITH RESPECT TO THE AVAILABILITY, RELIABILITY OR SECURITY OF ANY SPOKE PRODUCTS/CONTENT/SERVICES.
UNLESS OTHERWISE EXPRESSLY SET FORTH IN WRITING, WE DISCLAIM ANY AND ALL OTHER WARRANTIES
AND REPRESENTATIONS (EXPRESS OR IMPLIED, ORAL OR WRITTEN) WITH RESPECT TO ALL SPOKE
PRODUCTS/CONTENT/SERVICES WHETHER ALLEGED TO ARISE BY OPERATION OF LAW, BY REASON
OF CUSTOM OR USAGE IN THE TRADE, BY COURSE OF DEALING OR OTHERWISE INCLUDING: (I)
ANY AND ALL WARRANTIES OF MERCHANTABILITY; (II) ANY AND ALL WARRANTIES OF FITNESS
OR SUITABILITY FOR ANY PURPOSE (WHETHER OR NOT WE KNEW, HAVE REASON TO KNOW, HAVE
BEEN ADVISED, OR ARE OTHERWISE AWARE OF ANY SUCH PURPOSE); AND (III) ANY AND ALL
WARRANTIES OF NONINFRINGEMENT OR CONDITION OF TITLE.
Limitation of Liability
IN NO EVENT WILL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR LOSS OF REVENUE, LOSS
OF PROFITS OR ANY SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES
OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THE SPOKE PRODUCTS/CONTENT/SERVICES,
YOUR CONDUCT OR THE CONDUCT OF ANY OTHER USERS (including, BUT NOT LIMITED TO, bodily
injury, emotional distress, any other damages resulting from communications WITH
OTHER USERS AND/OR ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY USER ON ANY
INFORMATION OBTAINED FROM US, VIA SPOKE PRODUCTS/CONTENT/SERVICES OR THAT RESULTS
FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR
UNAUTHORIZED ACCESS TO OUR SERVICES), REGARDLESS OF THE FORM OF ACTION, WHETHER
IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES OR ARE AWARE OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT WILL OUR TOTAL CUMULATIVE LIABILITY TO YOU OR ANY THIRD PARTY ARISING
OUT OF OR IN CONNECTION WITH THE SPOKE PRODUCTS/CONTENT/SERVICES, YOUR CONDUCT OR
THE CONDUCT OF ANY OTHER USERS (including, BUT NOT LIMITED TO, bodily injury, emotional
distress, any other damages resulting from communications WITH OTHER USERS AND/OR
ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED
FROM USE VIA SPOKE PRODUCTS/CONTENT/SERVICES OR THAT RESULT FROM MISTAKES, OMISSIONS,
INTERRUPTIONS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR UNAUTHORIZED ACCESS TO OUR
SERVICES) EXCEED THE AGGREGATE OF THE NET AMOUNTS RECEIVED BY US FROM YOU.
Repeat Infringer Policy
In accordance with the Digital Millennium Copyright Act (“DMCA”) and other applicable
laws, we have adopted a policy of terminating, in appropriate circumstances and
at our sole discretion, subscribers or account holders who are deemed to be repeat
infringers. We may also, at our sole discretion, limit access to Spoke Products
and Services and/or terminate the accounts of any users who infringe any intellectual
property rights of others, whether or not there is any repeat infringement.
If you believe that anything on Spoke Products and Services infringes upon any copyright
which you own or control you may file a notification of such infringement with us
Spoke Technologies Inc.
118 Clinton Street, Ontario, M6G 2Y3 Canada
You should note that if you knowingly misrepresent in your notification that the
material or activity is infringing, you will be liable for any damages including,
but not limited to, costs and attorneys’ fees, incurred by us or the alleged infringer
as the result of our relying upon such misrepresentation in removing or disabling
access to the material or activity claimed to be infringing.
Applicable Law and Venue
by and construed in accordance with the laws of the province of Ontario, Canada,
applicable to agreements made and to be entirely performed within the province of
Ontario, without resort to its conflict of law provisions. You agree that any action
only in the provincial and federal courts located in Toronto Ontario, Canada and
you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction
of such courts over any suit, action or proceeding arising out of these Terms of
We have the right, without notice and in sole discretion, to terminate your license
to use Spoke Products and Services and to block or prevent your future access to
and use of Spoke Products and Services.
Questions & Contact Information
Questions or comments about Spoke Products and Services may be directed to us at
the email address
Last Revised: April 18, 2012