Terms of Service

1. Company Information

2. Services Provided

Vidscript provides a web-based service that allows users to extract and download transcripts from YouTube videos in available languages (including auto-generated and user-uploaded captions). The Service processes YouTube content through authorized methods and provides transcripts in multiple formats including text (TXT) and structured data (CSV).

3. User Accounts and Registration

You may use our Service as an anonymous user with limited daily usage (5 transcriptions per day) or create an authenticated account for increased usage limits (20 transcriptions per day). When creating an account, you agree to:

• Provide accurate, current, and complete information
• Maintain the security of your account credentials
• Notify us immediately of any unauthorized account access
• Accept responsibility for all activities under your account

4. Acceptable Use Policy

You agree to use the Service only for lawful purposes and in accordance with these Terms. You specifically agree NOT to:

• Extract transcripts from videos you do not have permission to access
• Use the Service to infringe copyright, trademark, or other intellectual property rights
• Violate YouTube's Terms of Service or API Terms
• Attempt to circumvent usage limits or rate limiting mechanisms
• Use automated systems (bots, scrapers) to access the Service without authorization
• Resell, redistribute, or commercially exploit transcripts without proper authorization
• Extract personal information from transcripts for unlawful purposes
• Use the Service to process videos containing illegal content
• Interfere with or disrupt the Service or servers
• Reverse engineer, decompile, or attempt to extract the source code

5. Intellectual Property Rights

5.1 Our Intellectual Property

All content, software, algorithms, user interface, design elements, logos, trademarks, and other materials provided through the Service (excluding user-submitted content and third-party content) are owned by Vertial Holdings Pty Ltd and are protected by Australian and international copyright, trademark, and other intellectual property laws. You receive only a limited, non-exclusive, non-transferable license to access and use the Service for personal or internal business purposes.

5.2 YouTube Content and Third-Party Rights

YouTube videos and their transcripts are the intellectual property of the original content creators and are subject to YouTube's Terms of Service. When you use our Service to extract transcripts:

• Copyright ownership remains with the original video creator
• You do not acquire any ownership rights in the transcript or underlying video content
• Your use of transcripts is subject to YouTube's Terms of Service and copyright law
• You must comply with YouTube's API Services Terms of Service
• You must provide proper attribution to YouTube and content creators as required

5.3 User-Submitted Content

You retain ownership of any content you submit to the Service (such as video URLs or preferences). By using the Service, you grant us a limited license to use your submissions solely for the purpose of providing the Service to you.

6. Data Collection and Privacy

We collect and process personal data in accordance with our Privacy Policy, which complies with:

• Australian Privacy Principles (Privacy Act 1988)
• European Union General Data Protection Regulation (GDPR)
• California Consumer Privacy Act (CCPA) and California Privacy Rights Act (CPRA)

Personal data we collect includes:

• Account information (name, email address)
• Usage data (video URLs processed, timestamps, IP addresses)
• Payment information (processed by third-party payment providers)
• Cookies and tracking technologies
• Any personal information embedded within transcripts you process

For detailed information about data collection, use, retention, and your rights, please review our Privacy Policy.

7. Children's Privacy

Our Service is not directed to children under 13 years of age (or 16 in the European Union). We do not knowingly collect personal information from children. If you are under 13 (or 16 in the EU), you must obtain parental consent before using the Service. If we discover we have collected information from a child without proper consent, we will delete that information immediately.

8. Payment Terms

Free tier users receive limited daily usage. Paid subscription plans may be offered with increased usage limits and additional features. Payment terms include:

• All fees are in the currency specified at purchase
• Subscriptions automatically renew unless cancelled
• Refunds are provided in accordance with Australian Consumer Law
• We reserve the right to modify pricing with 30 days' notice

9. Service Availability and Modifications

We strive to provide reliable service but cannot guarantee uninterrupted access. We reserve the right to:

• Modify, suspend, or discontinue the Service with reasonable notice
• Implement scheduled maintenance periods
• Update features, functionality, or user interface
• Change usage limits or rate restrictions

We are not liable for any losses resulting from Service unavailability, provided we act reasonably.

10. Warranties and Disclaimers

The Service is provided "as is" and "as available" without warranties of any kind, either express or implied, including but not limited to:

• Warranties of merchantability or fitness for a particular purpose
• Warranties that the Service will be uninterrupted, secure, or error-free
• Warranties regarding transcript accuracy or completeness
• Warranties that transcripts will be available for all YouTube videos

Australian Consumer Law: Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy under the Australian Consumer Law (Schedule 2 of the Competition and Consumer Act 2010) or other laws that cannot be excluded, restricted, or modified by agreement. For services provided to Australian consumers, if we breach a consumer guarantee that cannot be excluded, our liability is limited (at our option) to re-supplying the services or paying the cost of having the services re-supplied.

11. Limitation of Liability

To the maximum extent permitted by law, Vertial Holdings Pty Ltd and its officers, directors, employees, and agents shall not be liable for:

• Indirect, incidental, consequential, special, punitive, or exemplary damages
• Loss of profits, revenue, data, goodwill, or business opportunities
• Costs of procurement of substitute services
• Damages arising from your use or inability to use the Service
• Unauthorized access to or alteration of your data
• Third-party conduct or content on the Service

Our total aggregate liability for all claims related to the Service shall not exceed the amount you paid us in the 12 months preceding the claim, or AUD $100, whichever is greater.

Exceptions: Nothing in this section limits our liability for:

• Death or personal injury caused by negligence
• Fraud or fraudulent misrepresentation
• Gross negligence or willful misconduct
• Any liability that cannot be excluded under Australian Consumer Law
• Data breaches resulting from our failure to implement reasonable security measures (CCPA private right of action)

12. Indemnification

You agree to indemnify, defend, and hold harmless Vertial Holdings Pty Ltd and its officers, directors, employees, and agents from any claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising from:

• Your use of the Service
• Your violation of these Terms
• Your infringement of any intellectual property or other rights of third parties
• Your violation of applicable laws or regulations
• Content you submit or process through the Service

We reserve the right to assume exclusive defense and control of any matter subject to indemnification, in which case you agree to cooperate with our defense of such claim.

13. Termination

13.1 Termination by You

You may terminate your account at any time by contacting us at vidscript@vertial.com or using the account deletion feature (if available).

13.2 Termination by Us

We may suspend or terminate your access to the Service immediately, without prior notice, if:

• You breach these Terms
• Your use violates applicable laws
• Your account remains inactive for 24 months
• We are required to do so by law
• We cease providing the Service

13.3 Effect of Termination

Upon termination:

• Your right to access and use the Service immediately ceases
• We will delete your personal data within 90 days, subject to legal retention requirements
• You may export your data within 30 days of termination by contacting us
• Provisions that should survive termination (including intellectual property, indemnification, limitation of liability, and dispute resolution) will remain in effect

14. Dispute Resolution and Governing Law

14.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the Commonwealth of Australia and the State of New South Wales, without regard to conflict of law principles.

14.2 Jurisdiction

Subject to the dispute resolution process below, you agree that any legal action or proceeding relating to these Terms shall be brought exclusively in the courts of New South Wales, Australia, and you consent to the jurisdiction of those courts.

14.3 Dispute Resolution Process

Before initiating formal legal proceedings, both parties agree to attempt to resolve disputes through the following process:

1. Negotiation: Contact us at vidscript@vertial.com describing the dispute. We will attempt to resolve the issue through good faith negotiations within 30 days.
2. Mediation: If negotiation fails, either party may propose mediation through a mutually agreed mediator or mediation service.
3. Formal Proceedings: If mediation fails or is declined, either party may pursue formal legal remedies.

14.4 Mandatory Laws

Nothing in these Terms affects your statutory rights under:

• Australian Consumer Law
• GDPR (for EU residents)
• CCPA/CPRA (for California residents)
• Australian Privacy Principles

15. Changes to Terms

We reserve the right to update or modify these Terms at any time. When we make material changes, we will:

• Update the "Last Updated" date at the top of this page
• Notify you by email (if you have an account)
• Display a prominent notice on the Site

Your continued use of the Service after changes become effective constitutes acceptance of the updated Terms. If you do not agree with the changes, you must discontinue use of the Service.

16. General Provisions

16.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Vertial Holdings Pty Ltd regarding the Service.

16.2 Severability

If any provision of these Terms is held to be invalid or unenforceable, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

16.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.

16.4 Assignment

You may not assign or transfer these Terms or your rights under them without our prior written consent. We may assign or transfer these Terms without restriction.

16.5 No Agency

Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and us.

16.6 Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including acts of God, natural disasters, war, terrorism, pandemic, government actions, or network failures.

17. Contact Information

Regulatory Contacts:

• Australia: Office of the Australian Information Commissioner (OAIC) - www.oaic.gov.au
• EU: Your local Data Protection Authority
• California: California Privacy Protection Agency - cppa.ca.gov