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Terms of Service

PLEASE READ CAREFULLY BEFORE USING THE WEBSITE OR ACCESSING THE SERVICES

About AudioStack and these Terms of Service

Last Updated: 6th June 2024 ‍‍AudioStack is operated by Aflorithmic Labs Ltd, a limited company registered in the United Kingdom under Company number 11850770 whose registered office is WH3.15 East London Works, 75 Whitechapel Road, London, E1 1DU, United Kingdom. Our VAT Number is GB341112752.

These Terms of Service (“Terms”) define our relationship with you. They outline the laws that apply to us as a service provider and rules for interacting with our Services that we ask you to follow as a Subscriber.

 

What is covered in these Terms?

Below is an overview of the sections contained in these Terms and what they cover;

  1. Subscribing for the Services, this explains how to register as a subscriber and set up your account.

  2. Using the Services, this sets out how you and your End Users can access the Services and the rules for engaging with them.

  3. Payment and Subscription Term, this explains how we charge for our Services and the term of your subscription.

  4. Sounds and Sound Templates, this section explains how you can use our content.

  5. Submitted Content, this section explains how your content should be managed and who is able to use it.

  6. In Case of Issues with the Services or Disagreements, this explains how these will be dealt with.

  7. Confidentiality, this explains our respective obligations to protect each other’s Confidential Information.

  8. Definitions, this contains a glossary of key terms used in these Terms.

‍1. Subscription to the Services

1.1. ‍In order to use the API and access the Services you must first register with us as a Subscriber. To become a Subscriber, you must complete all of the required fields set out in the registration process accessed via the Website and complete the Order Form selecting those Services you wish to subscribe for. The Order Form may contain additional terms for specific Services.

1.2. We may request your payment card details at the stage of initial registration but if we do not, we may ask for them at a later stage. We reserve the right to suspend provision of the Services until such time as we have valid payment card details on record.

1.3 Your use of our Services is subject to these Terms and Our Acceptable Use Policy available at www.audiostack.ai/legal. You also agree to be bound by our Data Privacy Policy which is available at www.audiostack.ai/legal.

1.4. We reserve the right to deactivate any accounts and end any subscriptions which have not been used for six months or more, or any accounts which we reasonably determine to contain false information.

1.5. We have the right to disable any user identification code or password at any time if, in our reasonable opinion, you or your End Users have failed to comply with any of the provisions of these Terms of Service or Acceptable Use Policy.

1.6 We may revise these Terms of Service at any time, we shall give you as much notice as possible of any changes.‍

1.7 We may issue updates to the API from time-to-time. Depending on the update, you may not be able to use the Services until you have implemented the latest version of the API in accordance with our instructions and accepted any new terms.

1.8. We may update the Services from time to time and may change the content provided at any time. We make no representations, warranties or guarantees, whether express or implied, that the Services are up-to-date or that the content provided is accurate or complete.‍

2.  Using the Services 

‍2.1. The Services are set out on the Website or otherwise provided by AudioStack from time to time. You may only use the Services for lawful purposes and must comply with these Terms, our Acceptable Use Policy and our Data Privacy Policy at all times.

2.2. If you are an organization, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms and you agree to be bound by these Terms.

2.3. When you choose a user identification code, password or any other piece of information as part of our security procedures, you must treat such information as confidential. You must not disclose it to any third parties or authorize others to use your Subscriber account, except to those people within your organization who need to access your Subscriber account for the purposes of accessing the Services.

 2.4. You may not assign or otherwise transfer your Subscriber account to any other person or entity. If you know or suspect that anyone other than those permitted under section 2.3 has obtained your Subscriber identification code or password and/or has accessed your Subscriber account, you must immediately notify us at support@audiostack.ai and change your password.

2.5. You agree not to reproduce, duplicate, copy or re-sell any part of the Services in contravention of these Terms of Service and our Acceptable Use Policy.

‍2.6. Subject to your compliance with these Terms of Service and our Acceptable Use Policy, you may use the API in order to interface the Services with your Subscriber Platform, and you may link to our website (AudioStack.ai), provided that you do so in a way that is consistent with these Terms and our Acceptable Use Policy.

2.7. You must follow the instructions and guidance provided by us on the Website when you interface the Services with your Subscriber Platform and, to the extent that you do not, we will not be liable for any impact whatsoever that may have on the provision or receipt of the Services.

2.8. You acknowledge that we have no direct contractual or other relationship with End Users and that you are entirely responsible for ensuring that the contractual arrangements with End Users are no less restrictive that those set out in these Terms. You undertake to ensure that End Users comply with the provisions of our Acceptable Use Policy.

2.9 You are liable to us for the acts and omissions of End Users accessing the relevant Services through the Subscriber Platform, as if they were your own acts or omissions.

2.10. Where the Website contains links to other sites and resources provided by third parties who are not under our control, these links are provided for your information only. We have no control over, and assume no responsibility for, the content of those sites or resources or their availability. Any such links should not be interpreted as endorsement by us of those sites and we will not be liable for any loss or damage that may arise from your use of them.

3. Payment and Subscription Term

‍3.1. The Charges payable by you for accessing the Services shall be calculated on the basis set out on the Website from time to time.

3.2. The Charges are payable at the intervals set out on the Website and will (unless indicated otherwise by us) be paid via our chosen payment processor using the payment card details provided by you. We do not store any payment card details.

3.3. We reserve the right to suspend the provision of the Services in the event that Charges are not paid when due and to charge interest at 4% above the Bank of England base rate per month for all overdue payments of our Charges.

3.4. Unless expressly stated otherwise, Charges are exclusive of all applicable taxes. We reserve the right to change the Charges at any time on one month’s written notice to you (including by email). If you do not wish to continue with your Subscription under the new Charges, you may end it in accordance with section 3.5.

3.5. You may end your Subscription at any time by using the relevant section of the Website. Your Subscription and your right to receive the Services will end immediately, but you acknowledge that you will not receive any refund of Charges already paid in relation to the remainder of the relevant payment period. Furthermore, if at the date of termination, you owe us any Charges (for instance because in the period prior to termination you have exceeded the Service volume under any pre-paid sums), we will take payment for such sums via our chosen payment processor or issue an invoice to you for payment.

3.6. If, in our reasonable opinion there has been a breach of these Terms or our Acceptable Use Policy through your or your End Users’ use of the Services we may withdraw your right to use the Services and/or remove any Submitted Content without notice on a temporary or permanent basis. 

3.7. If your Subscription ends for any reason, you must immediately cease using the Services, delete or remove the API from the Subscriber Platform and destroy all copies of the API in your possession or control and (if requested by us) certify that you have done so.

4. Sounds and Sound Templates

4.1 As a Subscriber you have access to our library of Sounds and Sound Templates which you may download and/or use in accordance with these Terms. By using or accessing our Sound Templates and/or Sounds, you agree to be bound by the terms of the Sounds Licence. If you are using our Sound Templates and/or Sounds for an organization, you are agreeing to the terms of the Sounds Licence set out in this section 4.  

4.2 During your Subscription you are granted a non-exclusive, world-wide, royalty-free, non-transferable, non-assignable and non-sublicensable licence to use and modify the Sounds and/or Sound Templates but ONLY for non-commercial music and audio projects, not-for-profit podcasts, vlogs and video backing tracks. This Sounds Licence does not include broadcasting the Sounds and/or Sound Templates (in whole or in part, or any modification thereof), which includes TV or radio advertisements, in TV shows or other content and feature films. If you wish to use Sounds or Sound Templates for broadcast purposes, you require our prior written permission, please contact us at support@audiostack.ai.

4.3 Individual creators may use the Sounds and/or Sound Templates for podcast content and audiobooks but platforms distributing content on behalf of other creators may not. If you are unsure whether your situation is covered by the terms of this Sounds Licence, please contact us at support@audiostack.ai.

4.4 You acknowledge that all copyright and any other intellectual property rights in the Sounds, Sound Templates and Tools belong and shall continue to belong to us, and that you shall have no rights in or to the Sounds, Sound Templates and Tools other than the rights expressly granted by these Terms.

4.5 You shall indemnify us from all and any reasonable costs, losses, liabilities and damages incurred or suffered by us which arise out of or connected with a claim resulting from your use (or misuse) of our Sounds and/or Sound Templates or third party intellectual property which you do not own or properly licence.  

4.6 The Sounds and Sound Templates are provided “as is” and “as available”. To the fullest extent permitted by law we do not warrant that the Sounds and Sound Templates are non-infringing, reliable, error-free, or will meet your requirements and in no event will we be liable to you for any direct, indirect, incidental, special, consequential or punitive damages (including damages for loss of profits, goodwill, or any other intangible loss) arising out of or relating to your use of the Sounds and/or Sound Templates. Our Sounds and Sound Templates may be updated, removed, replaced, or otherwise amended, at all times, with or without any notice to you, and the Sounds Licence withdrawn. 

4.7 You accept that the Sounds and Sound Templates that are available at any given time might not be available in future. Content types and descriptions, such as genres, categories, moods etc., are provided for your convenience only and we do not guarantee that they are accurate or complete.

 

5. Submitted Content

5.1. All Submitted Content that you or any End User submits to AudioStack from time to time is solely your responsibility and we take no responsibility for your Submitted Content whatsoever, including for its accuracy, completeness or suitability for use in the Services.

5.2. You confirm that your Submitted Content will comply with these Terms and our Acceptable Use Policy. We reserve the right to refuse to process and to remove any Submitted Content which, in our sole opinion does not comply with our Content Standards or which infringes or breaches any IP Rights of any other person, or any person’s right to privacy, confidentiality or other legal right (including a contractual right).

5.3. We will hold such Submitted Content securely, keep it confidential, will not disclose it to any other person and will not use it except for the purposes of providing the Services to you and your End Users under these Terms. If your Subscription is terminated, we will delete any Submitted Content.

5.4 You grant us permission to use all Submitted Content for the purposes of fulfilling our obligations under these Terms. You also grant us permission to use Submitted Content (provided that it has been Pseudonymised) for our own business purposes, which permission shall survive termination of your Subscription.

5.5. Our Acceptable Use Policy applies to any and all Submitted Content, and to any interactive services associated with the Website or the Services.‍

5.6. Whilst you or your End User(s) submitting the Submitted Content (or their relevant licensors) will retain ownership of the IP Rights subsisting in such Submitted Content, you hereby:

5.6.1. grant to us (or, as relevant, agree to procure the grant to us of) a licence to use such Submitted Content in accordance with these Terms;

5.6.2. warrant and undertake that you and/or your End Servicers are duly authorised to submit the Submitted Content to us and that the use of Submitted Content in the Services will not breach a third party’s rights including without limitation any IP Rights or rights in confidential information. You agree to indemnify us in respect of any loss or damage (including legal fees) incurred by us in the event of a breach of this section 5.6.2; and 

5.6.3. agree that Submitted Content may become part of a database and that we will own the rights in that database.

5.7. Except for Submitted Content, we are the owner or the licensee of all IP Rights in the Services (including without limitation in the API and the AudioStack platform) and in the material published on it. 

5.8. Our status (and that of any identified contributors) as the authors of the content provided by us on AudioStack must always be acknowledged in such form as we may reasonably require.

5.9. You hereby grant us a non-exclusive, royalty-free, worldwide, transferrable, sub-licensable, perpetual and irrevocable licence to use your name and logo on the AudioStack website, in our marketing materials and in our case studies for the purposes of promoting the AudioStack platform and services.

6. In case of Issues with the Services or Disagreements

6.1. Nothing in these Terms excludes or limits our liability for death or personal injury arising from our negligence, or our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.

6.2. In relation to the use of the Services by you and your End Users, to the extent permitted by law, we exclude all warranties, representations or other terms which may apply to the Services, whether express or implied. In particular, we give no warranty or guarantee that the Services will meet your needs or those of your End Users, or that the receipt of the Services will benefit, or be suitable for, you or your End Users in any way.

6.3. Neither you nor we shall be liable for any loss or damage whatsoever, arising out of or in connection with the following: loss of profits, sales, business or revenue; loss of agreements or contracts; business interruption; loss of anticipated savings; loss of business opportunity, goodwill or reputation; loss of Service or corruption of software, data or information; or any indirect or consequential loss or damage.

6.4. We do not guarantee that the Services will be secure or free from bugs or viruses and we will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Services or on any website linked to it.

6.5. Subject to sections 6.1 to 6.3, our total liability to you, arising under or in connection with these Terms of Service, in any given 12 month period during the Subscription period, be limited to the amount of the Charges paid by you during that period (or where liability arises in the first 12 months of your Subscription period then the amount of Charges that would have been payable in that 12 month period).

‍6.6. These Terms, our Acceptable Use Policy and our Data Privacy Policy, their subject matter and their formation, are governed by English law. We both agree to the exclusive jurisdiction of the courts of England and Wales.

7. Confidentiality

7.1 Each party will protect the Confidential Information of the other party by using the same degree of care as it takes to preserve and safeguard its own Confidential Information of a similar nature.

7.2 Confidential Information may be disclosed by the recipient to its employees, group of companies, professional advisers, contractors and its End Customers on a need to know basis provided that they are bound to maintain confidentiality on terms no less stringent that this Section 6 or if it is required to be disclosed by law, court order or any governmental or regulatory authority, provided that, where permitted by law, the recipient notifies the other party.

7.3 Upon termination of your Subscription, each party shall deliver to the other or destroy, and you shall procure that your End Customers deliver and destroy all Confidential Information belonging to AudioStack. We may retain Confidential Information where required by applicable laws or to evidence delivery of the Services to you.  

 

8. Definitions

In these Terms of Service, the following terms shall have the following meanings;

“we”, “us” and “our”: means Audiostack.

“you” and “your”: means the Subscriber.

“Charges”: means the charges for the Services as set out on the Website.

“Confidential Information”: means any information, prices, data, practical knowhow and documentation which the recipient receives from the discloser except information which is (a) in the public domain (b) received by the recipient from an independent third party who has full right of disclosure (c) independently developed by the recipient or (d) known to the recipient prior to the disclosure.

“Content Standards”: means the requirements for Submitted Content set out in the Acceptable Use Policy.

“End User”: means those customers of the Subscriber who receive the benefit of the Services.

“IP Rights”: means patents, rights to inventions, copyright and related rights, trade names, rights in designs, rights in computer software, database rights, rights in confidential information (including know-how and trade secrets and any other intellectual property rights, whether registered or unregistered and all equivalent rights in any part of the world. 

“Order Form”: means the form available on the Website, to be completed by you to specify the Services you wish to subscribe for.

“Services”: means the services provided by AudioStack as detailed on the Website.

“Sounds”: means audio loops, samples, sound effects and musical phrases created or recorded for AudioStack.

“Sounds Licence”: means the licence granted by us for your use of the Sounds and Sound Templates in accordance with section 4.

“Sound Templates”: means templates that combine Sounds into sound designs.

“Submitted Content”: means the information, documents, text and other materials that the Subscriber and its End Servicers submit to AudioStack.

“Subscriber Platform”: means the Subscriber’s website, application, database or other services enabling it and End Servicers to access the Services.

“Tools”: means any part of the AudioStack API and/or Platform that combines or adjusts Sounds, Sound Templates and other content.

“Website”: means AudioStack’s website at AudioStack.ai and all other websites and interfaces operated by AudioStack.

Contact Us

In order to resolve a complaint regarding the Services or to receive further information regarding your use of the Services, please contact us at support@audiostack.ai.

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