Docsoft:AVS - Caption • Transcription • Synchronization


1. By using Docsoft Services you agree to the terms and conditions of this Agreement. This agreement is
solely intended for exclusive use user agrees to not distribute, share, or disseminate information
pertaining to the Docsoft AVS for purpose of resale.

2. Customer shall pay within 30 days of the invoice date in United States Dollars. Invoices not paid
according to terms may be charged a late fee at the rate of one and one half (l 1/2) percent per month (or
the maximum amount allowed by law) on the unpaid balance. Docsoft, Incorporated may at its option
refuse to ship/deliver/pickup any product, require that all orders be sent C.I.A. (cash-in-advance) or
COD. (cash-on-delivery), or may terminate this agreement if Customer (1) is delinquent in payment
hereunder, or (2) if Docsoft, Incorporated deems Customer’s current financial condition is not

3. As security for the payment of the entire balance owed to Docsoft, Incorporated retains a security
interest in the goods sold to Customer. Docsoft, Incorporated may, in the manner provided by law,
retake the goods and, in addition hereto, pursue any other remedies provided by law. Customer agrees to
execute all necessary financing security statements upon request of Docsoft, Incorporated

4. Customer agrees to pay all costs of collection of any delinquent account including, but not limited to,
attorney’s fees, collection agency fees and court costs.

5. The terms of this agreement may be amended by written notice to Customer deposited in the United
States mail and addressed to last known address. Docsoft, Incorporated expressly reserves the right to
change, without notice to Customer the credit limit and/or credit terms available to Customer.

6. This agreement is entered into in Oklahoma County, Oklahoma. Customer hereby consents to the
jurisdiction of the Oklahoma courts of appropriate subject matter. The law of the state of Oklahoma shall
govern all disputes arising here from.

7. Customer represents and warrants that the information given by the Customer and relied upon by
Docsoft, Incorporated in this credit application is true and correct.

8. Any sales, use, or similar such taxes assessed by the Commonwealth of Massachusetts shall be paid by
the customer and the payment of such shall be the sole responsibility of the Customer.

9. Docsoft will endeavor to caption all content submitted to our system; however, content with excessive
music or noise may not be captionable by the Docsoft system. Captioning charges only apply for
successfully captioned content; failed captioning attempts do not incur caption fees. If you request a
transcript, and your content is not captionable, you will receive only the transcript, and you will be billed
only for the transcription portion of the fee.

10. Bill calculations will be based on 1 minute increments and will be rounded up to the nearest minute.
Example: a 61 minutes and 31 seconds audio file will be billed 62 minutes.

11. Invoices for service will be billed according to the pricing structure as identified within the singed fee
structure contained within this document. Invoices will be billed on a Bi-Monthly basis and will be Net
10, Net 30 or pre-paid depending upon your credit rating and the volume of anticipated services.

12. Docsoft is a fee for service provider. By signing this agreement you agree to the payment terms, fees,
and associated services provided by Docsoft.

13. Docsoft does NOT guarantee the accuracy of the Automatic Speech Recognition. Results vary and are
contingent upon many factors to include but not limited to audio quality, distance speaker is away from
recording device, number of speakers, background noise, pronunciation, rate of speech, tone, dialect, or
anything that may impede the ability to clearly understand the spoken words.

14. Docsoft makes many caption output formats available; there are no additional charges for requesting and
receiving multiple output formats for submission.

15. Manual transcription services are subject to Docsoft’s grading scale based on audio quality, number of
speakers, and requested period of performance. Docsoft will assess customer’s interpretation of
anticipated scale. Any discrepancies between Docsoft’s interpretation and that of the customer will be
resolved prior to submission to transcription services. Docsoft will not be responsible to transcribe
portions of audio that are not audible.

16. File processing is subject to volume and processing difficulty. Pre-paid services are non-refundable.
Prices are valid 60 days from the date of this agreement. All prices are in US dollars.

17. This agreement supersedes and replaces any previous understanding or agreements between parties and
does express the complete and final understanding between the parties.

18. As a Docsoft:AVS account holder you certify that you have the necessary licenses, rights, consents, and
permissions to use and to authorize Docsoft Inc. to provide automatic captions, time codes, manual
transcriptions, in the form of open or closed captions. You further agree that you will not submit
material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary
rights, including privacy and publicity rights, unless you are the owner of such rights or have permission
from their rightful owner to provide automatic captions, time codes, manual transcriptions, and open or
closed captions.

19. As a Docsoft:AVS account holder you further agree to defend, indemnify and hold harmless Docsoft,
Inc. from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and
expenses (including but not limited to attorney's fees) arising from your use of submitted by you or
produced by the Docsoft, Inc. material. This defense and indemnification obligation will survive these
Terms of Service and your use of the Docsoft Services or Docsoft:AVS