Terms of Service
Last Updated: November 28, 2018

Welcome to Chartable. By accessing the Chartable website ("Site") or using the services offered by Chartable ("Services") you agree and acknowledge to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms or to our Privacy Policy, please do not access the Site or use the Services. Chartable reserves the right to change these Terms at any time. We recommend that you periodically check this Site for changes.

Changes to the Terms of Service

We reserve the right to update and revise these Terms at any time. We’ll make sure to also change the “Last Updated” date at the top of this page so you can tell if these Terms have changed since your last visit. Any such changes are effective immediately when we post them and apply to all access to and use of the Services thereafter. Please review these Terms regularly because once we post any changes, your continued use of the Services constitutes your acceptance of the revised Terms.

Usage License

Chartable grants you a limited license to access the Site and use the Services in accordance with these Terms and the instructions and guidelines posted on the Site. Chartable reserves the rights to terminate your license to use the Site and Services at any time and for any reason or in the future charge for commercial usage.

Eligibility; User Restrictions

We only permit individuals who are at least 18 years old, or the age of majority in your province, territory or country, and who can form legally binding contracts with us to use the Services. Individuals under the age of 18, or the applicable age of majority, (“Minors”) may utilize the Services only with the consent and support of a parent, legal guardian or other qualified adult. If you are a parent or guardian and you allow your Minor to use the Services, you agree to be bound by the Minor’s use of the Services and by these Terms. If you are a Minor and do not have the requisite parent or guardian consent, please do not attempt to access or use the Services.

You can only use or receive the Services to the extent the laws of your jurisdiction or the United States do not bar you from doing so. Please make sure these Terms are in compliance with all laws, rules and regulations that apply to you. You are solely responsible for ensuring compliance with the laws of your specific jurisdiction.

Access to Services; Account Registration

By accessing the Services, you warrant that:

(i) You are legally capable of entering into binding contracts;
(ii) All registration information you submit is truthful and accurate;
(iii) You will maintain the accuracy of such information; and
(iv) Your use of the Services does not violate any applicable law or regulation.

To access our Services, you may be required to register with the Site and create a user account (“Account”). If you create an Account, you are solely responsible for any activity that occurs through your Account. In order for us to provide you the best possible service, you agree to provide us with complete, accurate, and updated information for your Account at all times. You agree that all information that you submit upon creation of your Account is accurate and truthful and you have the right to post the content on the Service and grant a license to Chartable. If any information is incorrect or outdated, it can lead to errors or delays, for which we will not be responsible.

You should not share your Account information. You should not use another person’s Account or registration information for the Services without permission. Similarly, no one else should be able to use your Account without permission. You are solely responsible for keeping your Account and Account password secure and for any consequence resulting from your failure to do so. You should never publish, distribute, or post login information for your Account.

We have the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms. You can always delete your Account by emailing us at help@chartable.com.

User Responsibility

You are solely responsible for your use of the Site and Services. User-posted content does not represent the advice, views, opinions or beliefs of Chartable, and Chartable makes no claim of accuracy of any user-posted material. Chartable allows for the posting of links to third-party websites. The linked websites' content, business practices and privacy policies are not under our control, and we are not responsible for the content of any linked website or any link contained in a linked website. The inclusion of a link on the Site or Services does not imply any endorsement by or any affiliation with Chartable. In accessing the Site and Services or following links to third-party websites you may be exposed to content that you consider offensive or inappropriate. You agree that your only recourse is to stop using the Site and Services.

User-Posted Content

By posting content, you are granting permission to us and others to access and use it in connection with the Services, the Site and otherwise in connection with our business. Please note that just because your content does not have a license agreement attached to it does not mean that it is public domain. Your use of a license in connection with your content does not affect Chartable's right to access and use it in connection with the Services, the Site or otherwise in connection with our business.

Acceptable Content / Behavior

In particular, you agree to abide by all applicable local, state, national and international laws and regulations and are solely responsible for all acts or omissions that occur under your account made by you including the content of your transmissions through the Site. By way of example, and not as a limitation, you agree NOT to:

Chartable is not responsible for the manner or circumstances by which third parties access or use public content and is under no obligation to disable or otherwise restrict this access.

You should be aware that Content presented to you as part of the Services may be protected by intellectual property rights which are owned by the owners of that Content (or by other persons or companies on their behalf). You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this Content (either in whole or in part) unless you have been specifically told that you may do so by Chartable (if applicable) or the owners of that Content, in a separate agreement.

Feeds and API

By linking a feed to your account or giving us any information about accounts on other websites, you represent that you have the right to permit us to reproduce this content on the Chartable website and that the content is not obscene or illegal.

Chartable may provide access to portions of its Site and Services via RSS feeds and an API; for the purposes of these Terms, such access constitutes use of the Site and Services. Chartable asks that you use these features respectfully, as outlined in the documentation. You may not use these or any other features or the Site itself to allow the display of a substantial portion of the Chartable database or reproduce, duplicate or copy the Chartable Site. Chartable reserves the rights to change these features at any time and to disable access to the feeds and the API at any time for any reason.

Intellectual Property

Chartable, the Chartable logo and the Chartable design are trademarks or trade dress of Chartable, and may not be used without express written permission from Chartable.

All other trademarks not owned by Chartable that appear on this Site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Chartable.

Chartable-originated content included on the Site, such as text, graphics, logos, data compilations, APIs, software and the compilation of all content on the Site, is the property of Chartable and its licensors and protected by United States and international copyright laws. Except as set out in these Terms, no reproduction of any Chartable-originated content is permitted without written permission from Chartable.

Chartable respects the intellectual property of others, and we ask our users to do the same. Chartable has no responsibility for content on other web sites that you may find or access when using our products or services. Material available on or through other web sites may be protected by copyright and the intellectual property laws of the United States and/or other countries. The terms of service of those web sites, and not the Chartable Terms, govern your use of that material.

It is our policy, in appropriate circumstances and at our discretion, to disable and/or terminate the accounts of users who may infringe the copyrights or other intellectual property rights of Chartable and/or others.

Notice for Claims of Intellectual Property Violations and Agent for Notice

If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, please provide Chartable's Copyright Agent with the following information:

  1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
  2. a description of the copyrighted work or other intellectual property that you claim has been infringed;
  3. a description of where the material that you claim is infringing is located on the Yahoo! site, with enough detail that we may find it on the web site;
  4. your address, telephone number, and email address;
  5. a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law;
  6. a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

Our copyright agent can be reached as follows:

Chartable, Inc.
27 E 21st St, 3rd Floor
New York, NY 10010

Please note that, due to security concerns, attachments cannot be accepted. Accordingly, any notification of infringement submitted electronically with an attachment will not be received or processed.

No Warranty and Limitation of Liability

WE PROVIDE THE SITE AND SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. WE SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, INFORMATION ACCURACY, INTEGRATION, INTEROPERABILITY OR QUIET ENJOYMENT. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you.

You understand and agree that you use the Site and Services at your own discretion and risk and that you will be solely responsible for any damages that arise from such use. UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY KIND, OR ANY OTHER DAMAGES WHATSOEVER (HOWEVER ARISING, INCLUDING BY NEGLIGENCE), INCLUDING WITHOUT LIMITATION, DAMAGES RELATED TO USE, MISUSE, RELIANCE ON, INABILITY TO USE AND INTERRUPTION, SUSPENSION, OR TERMINATION OF THE SITE OR SERVICES, DAMAGES INCURRED THROUGH ANY LINKS PROVIDED ON THE SITE AND THE NONPERFORMANCE THEREOF AND DAMAGES RESULTING FROM LOSS OF USE, SALES, DATA, GOODWILL OR PROFITS, WHETHER OR NOT WE HAVE BEEN ADVISED OF SUCH POSSIBILITY. YOUR ONLY RIGHT WITH RESPECT TO ANY DISSATISFACTION WITH THIS SITE OR SERVICES OR WITH US SHALL BE TO TERMINATE USE OF THIS SITE AND SERVICES.

Indemnification

You agree to defend, indemnify and hold harmless the Company, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms or your use of the Services or your use of any information obtained through the Services.

Arbitration

At our sole discretion, we may require you to submit any disputes arising from these Terms, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association. The arbitration shall be seated in New York, New York.

Severability

If it turns out that any part of these Terms is invalid, void, or for any reason unenforceable, that term will be deemed severable and limited or eliminated to the minimum extent necessary. The limitation or elimination of the term will not affect any other terms.

Force Majeure

We take our commitment to customers seriously, and we’ll do what we can for you. However, sometimes things may come up that are outside of our control. We will not be liable for any failure to perform any of our obligations stated in these Terms if the failure results from a cause beyond our reasonable control, including—without limitation—mechanical, electronic or communications failure or degradation, strikes or other labor disputes (whether or not relating to our workforce), restraints or delays affecting carriers, or our inability or delay in obtaining supplies of adequate or suitable materials.

Assignment

You cannot assign, transfer or sublicense these Terms without first obtaining our consent. We may assign, transfer, or delegate any of our rights and obligations without consent. These Terms do not create any agency, partnership, joint venture, or employment relationship, and neither party has any authority to bind the other in any respect.

Waiver

If we do not enforce any part of these Terms, it does not mean we give up the right to later enforce that or any other part of these Terms. In order for any waiver of compliance with these Terms to be binding, we must provide you with written notice of such waiver through one of our authorized representatives.

Other

These Terms are governed by the laws of the State of New York without reference to conflict of laws principles. The parties agree to submit to the federal or state courts in New York for exclusive jurisdiction of any dispute arising out of or related to your use of the Services or your breach of these Terms. Any notices must be sent to Chartable in English at help@chartable.com.

Chartable Dashboard Terms of Service

These Chartable Dashboard Terms of Service (“Dashboard Terms”) apply to our Chartable Dashboard and Chartable Analytics product family. The Dashboard Terms incorporate by reference Chartable’s Terms and Privacy Policy. In the event of a conflict between the Dashboard Terms and the Terms of Service, the Dashboard Terms control.

Definitions

The following defined terms shall apply. All capitalized terms that are not defined herein shall have the meaning set forth in the Terms of Service.

“Chartable Dashboard”: Any section of our Services where users maintain Source Account Information and/or access Collected Data (both terms as defined below). Chartable Dashboard includes any APIs or other programmatic interfaces for interacting with, or obtaining information from, Chartable Dashboard.

“Collected Data”: Data collected by us by either connecting to the Sources on behalf of our users, or accessing uploaded data (for example, manually entered data, uploaded files) provided by our users. Collected Data does not include public data directly available via the Sources.

“Source Account Information”: Account credentials, such as login and password information, for accessing data from a specific Source.

“Sources”: Online third-party data sites, services and sources, which may include, without limitation, Apple iTunes Connect, Google Play and other podcast stores, as well as digital distribution, analytics, advertising and monetization platforms. Sources may also include third-party products and services that incorporate SDKs (or similar pieces of functionality) provided by Chartable.

“Chartable Intelligence”: The sections of our Services where subscribers receive estimates of podcast performance (e.g., downloads, listens/plays, demographics, revenues, etc.), including across publishers, industries, geographies and marketplaces.

Rights Granted to Chartable; Use of Collected Data

By using the Chartable Dashboard, you expressly authorize us to use your Source Account Information to access your Collected Data that is maintained by the Sources. We take reasonable measures to maintain the security of the Source Account Information.

For purposes of these Chartable Dashboard Terms and to provide Collected Data to you as part of Chartable Dashboard, you grant us permission to access Sources, store your Source Account Information and retrieve and use your Collected Data and perform each action necessary in connection with such activities, as you could do in person (including configuring Chartable Dashboard so that it is compatible with the Sources for which you submit your information). YOU ACKNOWLEDGE AND AGREE THAT WHEN WE ARE ACCESSING AND RETRIEVING COLLECTED DATA, WE ARE ACTING AS YOUR AGENT, AND NOT AS THE AGENT OF OR ON BEHALF OF A THIRD PARTY.

Please note that we may access and include your Collected Data in the pool of data used by our Chartable statistical model to generate and provide estimates of podcast performance (e.g., downloads, revenues), including across publishers, industries, geographies and marketplaces, to subscribers of Chartable. Subscribers to Chartable never receive your specific set of Collected Data in an identifiable form. You hereby acknowledge and consent to the use of your Collected Data in this manner by using Chartable Dashboard. YOU ACKNOWLEDGE AND AGREE THAT WE ARE NOT ACTING AS YOUR AGENT IF WE USE YOUR COLLECTED DATA (IN OUR CHARTABLE STATISTICAL MODEL) TO GENERATE AND PROVIDE ESTIMATES OF PODCAST PERFORMANCE TO SUBSCRIBERS OF OUR CHARTABLE INTELLIGENCE SERVICE AS DESCRIBED IN THIS PARAGRAPH.

If you have any questions about the foregoing, please contact us at help@chartable.com.

Except as described herein, your specific set of Collected Data will not be provided to a third party in an identifiable form without your consent, unless we conclude that it is required by law, such as to comply with a subpoena or similar legal process, or when we believe in good faith that disclosure is necessary to protect our rights, implement a change of control transaction, protect your safety or the safety of others, investigate fraud, or respond to a government request.

In addition to the foregoing, you hereby grant us a non-exclusive, worldwide, royalty-free, perpetual, irrevocable, sublicensable and transferable right to use your Collected Data for internal purposes to operate and improve our Services for you and other customers, and to build and operate new services and products.

Upon your request, we will delete your account and associated account information (such as your contact details, email addresses and Source Account Information). While we will immediately cease any future collection of your Collected Data upon deletion of your account, any Collected Data that has already been included in the pool of data used by our Chartable statistical model will not be deleted. Additional information on our deletion practices can be found in our Privacy Policy.

You acknowledge and agree that you have the authorization, or have obtained the authorization, to grant us all the rights required in these Dashboard Terms and our Privacy Policy, and that you have acted in accordance with your company policies.

Information Security

We understand that the use of Chartable Dashboard requires statistical and financial data to be stored on our servers, and that steps must be taken to ensure this data stays private. We use industry-standard SSL encryption to secure the transmission of your data between you and our servers, and between our servers and third parties. Third-party account credentials are encrypted at rest using AES-256 and external key storage.

To further ensure your security, we recommend limiting the access of any accounts you provide to Chartable only to data you would like us to receive.

You are only authorized to use Chartable Dashboard to retrieve information that you have lawful rights to access and provide to us.

Disclaimer of Warranties and Limitation of Liability

CHARTABLE DASHBOARD IS PROVIDED “AS IS.” TO THE FULLEST EXTENT PROVIDED BY LAW, WE HEREBY EXCLUDE AND DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, RELATED TO CHARTABLE DASHBOARD, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF CHARTABLE DASHBOARD WILL BE UNINTERRUPTED OR ERROR-FREE.

We attempt to make the Chartable Dashboard reasonably available but we cannot guarantee that it will always be available. Chartable Dashboard may become unavailable for a number of reasons, including the performance of maintenance, the implementation of new software, in emergency situations and/or due to equipment or telecommunications failures.

We do not guarantee complete accuracy in all aspects of the Chartable Dashboard at all times. Certain features of the Chartable Dashboard are dependent on the Sources’ technologies and policies.

YOU EXPRESSLY ACKNOWLEDGE THAT CHARTABLE DISCLAIMS ANY LIABILITY FOR DAMAGES INCURRED BY YOU AS A RESULT OF SANCTIONS IMPOSED BY THIRD PARTIES BECAUSE OF YOUR USE OF THE CHARTABLE DASHBOARD. YOU AGREE THAT WE SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY MODIFICATION, SUSPENSION, OR DISCONTINUANCE OF THE CHARTABLE DASHBAORD. YOU AGREE THAT WE HAVE NO LIABILITY WITH RESPECT TO ANY MATERIALS YOU PUBLISH OR DISTRIBUTE.

Indemnification for Chartable Dashboard

You agree to indemnify and hold us, our directors, officers, employees and suppliers harmless to the fullest extent of applicable law from any claim, action, demand, loss, liability, damage, cost or expense (including, without limitation, legal fees) arising from or in connection with (i) your breach of these Dashboard Terms, (ii) your violation of any laws or regulations or third-party rights (such as intellectual property or privacy rights), (iii) any content you have submitted to or through Chartable Dashboard or (iv) any dispute you have or may have with other users or any third party.