Terms and Conditions
Effective on July 18, 2018
Sonido, LLC. Terms of Service
IMPORTANT NOTICE REGARDING ARBITRATION: WHEN YOU AGREE TO THESE TERMS OF SERVICE YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND SONIDO THROUGH BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULLY SECTION 13 “DISPUTE RESOLUTION FOR CONSUMERS” BELOW FOR DETAILS REGARDING ARBITRATION (INCLUDING THE PROCEDURE TO OPT OUT OF ARBITRATION).
Third-Party Links on Sonido
The third party websites linked to by Sonido are owned and operated by individuals and/or companies over whom Sonido exercises no control. Sonido assumes no responsibility for the content of any website or other resource included in any search results or otherwise linked to by Sonido. As an example, logos and images are the copyright or trademarks of each respective radio station or TV station. If, for any reason, the owner and operator of a linked website wishes the link from the Sonido Service to be deleted, they must contact Sonido (firstname.lastname@example.org) and expressly request such deletion.
Personal Use Only
The Sonido Service is made available for your personal, non-commercial use only. You may not take the content from the Sonido Apps or Sonido’s website.
Certain types of content are made available through the Sonido Service. “Sonido Content” as used in these Terms of Service means, collectively, the text, audio, data, graphics, images, photos and video files made available through Sonido, excluding User Submissions. “User Submissions” as used in these Terms of Service means, collectively, the text, audio, data, graphics, images, photos and other content and information which Sonido members post, upload and otherwise submit to Sonido. User Submissions also include the sound recordings, musical works, and audiovisual content. SONIDO RESERVES THE RIGHT TO REMOVE AND PERMANENTLY DELETE ANY SONIDO CONTENT OR USER SUBMISSIONS FROM THE SONIDO SERVICE WITHOUT NOTICE OR LIABILITY TO YOU.
3. Content Ownership, Responsibility and Removal.
Sonido does not claim any ownership rights in any User Submissions and nothing in these Terms of Service will be deemed to restrict any rights that you may have to use and exploit your User Submissions. Subject to the foregoing, Sonido and its licensors exclusively own all right, title and interest in and to the Sonido Service and Sonido Content, including all associated intellectual property rights. You acknowledge that the Sonido Service and Sonido Content are protected by copyright, trademark, and other laws of the United States and foreign countries. Please also note that product names, logos, brands, and other trademarks included in the User Submissions and featured or referred to within the Sonido Sites and the Sonido Service are the property of their respective trademark holders. These trademark holders are not affiliated with Sonido or the Sonido Service. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying Sonido or Sonido Content.
- Rights in User Submissions Granted by You. By making any User Submissions available through the Sonido Service you hereby grant to Sonido a non-exclusive, transferable, worldwide, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works based upon, publicly display, publicly perform and distribute your User Submissions in connection with operating and providing the Sonido Service and Sonido Content to you and to other account holders..
- Responsibility for User Submissions. You are solely responsible for all your User Submissions. You represent and warrant that you own all your User Submissions or you have all rights that are necessary to grant us the license rights in your User Submissions under these Terms of Service. You also represent and warrant that neither your User Submissions, nor your use and provision of your User Submissions to be made available through Sonido, nor any use of your User Submissions by Sonido on or through the Sonido Service will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
- In certain instances, some of your User Submissions (such as posts or comments you make) may not be completely removed and copies of your User Content may continue to exist on Sonido. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Submissions.
- Rights in Content Granted by Sonido. Subject to your compliance with these Terms of Service, Sonido grants to you a limited, non-exclusive, non-transferable license, with no right to sublicense, download, view, copy, display and print the Sonido Content solely in connection with your permitted use of Sonido and solely for your personal and non-commercial purposes.
4. Rights and Terms for Sonido Apps.
- Rights in Sonido Apps Granted by Sonido. Subject to your compliance with these Terms of Service, Sonido grants to you a limited non-exclusive, non-transferable license, with no right to sublicense, to download and install a copy of the Sonido Apps on a mobile device or computer that you own or control and to run such copy of the Sonido Apps solely for your own personal non-commercial purposes. You may not copy the Sonido Apps, except for making a reasonable number of copies for backup or archival purposes. Except as expressly permitted in these Terms of Service, you may not: (i) copy, modify or create derivative works based on the Sonido Apps; (ii) distribute, transfer, sublicense, lease, lend or rent the Sonido Apps to any third party; (iii) reverse engineer, decompile or disassemble the Sonido Apps; or (iv) make the functionality of the Sonido Apps available to multiple users through any means. Sonido reserves all rights in and to the Sonido Apps not expressly granted to you under these Terms of Service.
- Accessing Sonido Apps from App Store. The following terms apply to any Sonido Apps accessed through or downloaded from any app store or distribution platform (like the Apple App Store or Google Play) where the Sonido Apps may now or in the future be made available (each an “App Provider”). You acknowledge and agree that:
- These Terms of Service are concluded between you and Sonido, and not with the App Provider, and Sonido (not the App Provider), is solely responsible for the Sonido Apps.
- The App Provider has no obligation to furnish any maintenance and support services with respect to the Sonido Apps.
- In the event of any failure of the Sonido Apps to conform to any applicable warranty, you may notify the App Provider, and the App Provider will refund the purchase price for the Sonido Apps to you (if applicable) and, to the maximum extent permitted by applicable law, the App Provider will have no other warranty obligation whatsoever with respect to the Sonido Apps. Any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of Sonido.
- The App Provider is not responsible for addressing any claims you have or any claims of any third party relating to the Sonido Apps or your possession and use of the Sonido Apps, including, but not limited to: (i) product liability claims; (ii) any claim that the Sonido Apps fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
- In the event of any third party claim that the Sonido Apps or your possession and use of that Sonido Apps infringes that third party’s intellectual property rights, Sonido will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms of Service.
- The App Provider, and its subsidiaries, are third-party beneficiaries of these Terms of Service as related to your license to the Sonido Apps, and that, upon your acceptance of the Terms of Service, the App Provider will have the right (and will be deemed to have accepted the right) to enforce these Terms of Service as related to your license of the Sonido Apps against you as a third-party beneficiary thereof.
- You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
- You must also comply with all applicable third party terms of service when using the Sonido Apps.
We welcome feedback, comments and suggestions for improvements to the Sonido Service (“Feedback”). You can submit Feedback by emailing Sonido at email@example.com. You grant to Sonido a non-exclusive, transferable, worldwide, perpetual, irrevocable, fully-paid, royalty-free license, with the right to sublicense, under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.
6. Paid Features in Sonido App
Certain features of Sonido, such as the Premium service for Sonido, may require you to pay a fee in order to use them. If you choose to purchase these features, you expressly authorize us or our payment processor to charge the payment method you provide for the applicable fee. Except as expressly set forth below, all fees are non-refundable.
When you purchase any additional features we may offer, there will be a one-time charge for that purchase. For subscriptions such as Sonido’s Premium Pass, you will be charged yearly unless canceled within 24-hours before the end of the current period. You can cancel anytime with your iTunes account settings.
7. Your Obligations When Using Sonido™.
The Sonido Service may be used and accessed for lawful and non-commercial purposes only. You agree to abide by all applicable local, state, national and foreign laws, treatises and regulations, including laws governing the privacy, security and trans-border transfers of PII ((including, but not limited to, compliance with the General Data Protection (EU 2016/679) (the “GDPR”)) applicable to your business and operations and in connection with your use of the Sonido Service. Where required, you shall be responsible for collecting verifiable consent (as defined under the GDPR) related to any PII collected, used, maintained, and shared with Sonido, and otherwise have any and all rights required to provide such data to Sonido, and ensure that any such data was properly obtained.
In addition, without limitation, you agree that you will not do any of the following while using or accessing the Sites or Sonido Apps:
- Circumvent, disable or otherwise interfere with security related features of the Sonido Service or features that prevent or restrict use or copying of any Sonido Content;
- Upload, post, email or otherwise transmit (i) any User Submission to which you do not have the lawful right to copy, transmit and display (including any User Submission that would violate any confidentiality or fiduciary obligations that you might have with respect to the User Submission); (ii) any User Submission for which you do not have the consent or permission of each identifiable person in the User Submission to use the name, voice, signature, photograph, or likeness of each such person (to the extent each is implicated by the User Submission) and such consent or permission is necessary; or (iii) any User Submission that infringes the intellectual property rights or violates the privacy rights of any third party (including without limitation copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity);
- Use any meta tags or other hidden text or metadata utilizing a Sonido name, trademark, URL or product name;
- Upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, “pyramid schemes” or any other form of solicitation;
- Forge any TCP/IP packet header or any part of the header information in any posting or in any way use the Sonido Service to send altered, deceptive or false source-identifying information;
- Upload, post, email, or otherwise transmit, via the Sonido Service, any User Submissions that are unlawful, obscene, harmful, threatening, harassing, defamatory or hateful or that contain objects or symbols of hate, invade the privacy of any third party, contain nudity (including without limitation any pornography, erotica, child pornography or child erotica), are deceptive, threatening, abusive, inciting of unlawful action, defamatory, libelous, vulgar or violent or constitute hate speech or are otherwise objectionable in the opinion of Sonido;
- Upload, post, email or otherwise transmit any User Submissions that include code that is hidden or otherwise surreptitiously contained within the images, audio or video of any User Submissions that is unrelated to the immediate, aesthetic nature of the User Submissions;
- Interfere with or disrupt (or attempt to interfere with or disrupt) any web pages available at the Sonido Service, servers or networks connected to the Sonido Service or the technical delivery systems of Sonido’s providers or disobey any requirements, procedures, policies or regulations of networks connected to the Sonido Service;
- Attempt to probe, scan or test the vulnerability of any Sonido system or network or breach or impair or circumvent any security or authentication measures protecting the Sonido Service;
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Sonido Services;
- Attempt to access, search or meta-search the Sonido Service with any engine, software, tool, agent, device or mechanism other than software and/or search agents provided by Sonido or other generally available third party web browsers (such as Microsoft Internet Explorer, Mozilla Firefox, Safari, or Opera), including without limitation any software that sends queries to the Site to determine how a website or web page ranks.
- Collect or store personal data about other Sonido Users without their express permission;
- Impersonate or misrepresent your affiliation with any person or entity, through pretexting or some other form of social engineering or otherwise commit fraud;
- Use the Sonido Service in any manner not permitted by this Agreement; or
- Encourage or instruct any other individual to do any of the foregoing or to violate any term of these Terms of Service.
8. Termination; Cancellation.
- We may immediately terminate or suspend your access to Sonido and remove any material (including User Submissions) from Sonido or our servers, in the event that you breach these Terms of Service. Notwithstanding the foregoing, we also reserve the right to terminate the Sonido service or your access thereto at any time and for any reason. After such a termination, you understand and acknowledge that we will have no further obligation to provide the Sonido Service. Upon termination, all licenses and other rights granted to you by these Terms of Service will immediately cease. Sonido is not liable to you or any third party for termination of the Sonido Service or termination of your use of the Sonido Service. UPON ANY TERMINATION OR SUSPENSION, ANY INFORMATION (INCLUDING USER SUBMISSIONS) THAT YOU HAVE SUBMITTED ON THE Sonido SERVICE OR THAT WHICH IS RELATED TO YOUR ACCOUNT MAY NO LONGER BE ACCESSED BY YOU. Furthermore, Sonido will have no obligation to maintain any information stored in our database related to your account or to forward any information to you or any third party.
- Any suspension, termination or cancellation will not affect your obligations to Sonido under these Terms of Service (including but not limited to ownership, indemnification and limitation of liability), which by their sense and context are intended to survive such suspension, termination or cancellation.
9. Modification of the Sonido Service or Terms of Service.
Sonido reserves the right, in its sole discretion, at any time to modify, discontinue or terminate the Sonido service, or modify these Terms of Service without notice. If any modified terms and conditions in the revised Terms of Service are not acceptable to you, your sole remedy is to cease using the Sonido Service. By continuing to access or use Sonido after Sonido makes any such modification, you agree to be bound by the revised Terms of Service.
10. Disclaimer of Warranties.
Sonido disclaims any and all responsibility or liability for the accuracy, content, completeness, legality, reliability, or operability or availability of information or material displayed on Sonido service. Sonido disclaims any responsibility for the deletion, failure to store, misdelivery, or untimely delivery of any information or material. Sonido disclaims any responsibility for any harm resulting from downloading or accessing any information or material on the Internet through Sonido.
SONIDO IS PROVIDED “AS IS,” WITH NO WARRANTIES WHATSOEVER. SONIDO EXPRESSLY DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. SONIDO DISCLAIMS ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THE SONIDO SERVICE. SONIDO DISCLAIMS, ANY WARRANTIES FOR ANY INFORMATION OR ADVICE OBTAINED THROUGH THE SONIDO SERVICE. SONIDO DISCLAIMS ANY WARRANTIES FOR SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SONIDO SERVICE OR RECEIVED THROUGH ANY LINKS PROVIDED BY SONIDO, AS WELL AS FOR ANY INFORMATION OR ADVICE RECEIVED THROUGH ANY LINKS PROVIDED IN THE SONIDO SERVICE.
YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIAL OR DATA THROUGH THE USE OF THE SONIDO SERVICE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS IN THE DOWNLOAD OF SUCH MATERIAL OR DATA.
SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION.
11. Limitation of Liability.
UNDER NO CIRCUMSTANCES SHALL SONIDO BE LIABLE TO ANY USER ON ACCOUNT OF THAT USER’S USE OR MISUSE OF OR RELIANCE ON THE SONIDO SERVICE ARISING FROM ANY CLAIM RELATING TO THIS AGREEMENT OR THE SUBJECT MATTER HEREOF SUCH LIMITATION OF LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, AND PUNITIVE DAMAGES WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, (EVEN IF SONIDO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). SUCH LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF AND RELIANCE ON THE SONIDO SERVICE, FROM INABILITY TO USE THE SONIDO SERVICE, OR FROM THE INTERRUPTION, SUSPENSION, OR TERMINATION OF THE SONIDO SERVICE (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES). THIS LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SONIDO SERVICE OR RECEIVED THROUGH ANY LINKS PROVIDED IN THE SONIDO SERVICE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED ON THE SONIDO SERVICE OR RECEIVED THROUGH ANY LINKS PROVIDED IN THE SONIDO SERVICE. THIS LIMITATION SHALL ALSO APPLY, WITHOUT LIMITATION, TO THE COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOST PROFITS, OR LOST DATA. SUCH LIMITATION SHALL FURTHER APPLY WITH RESPECT TO THE PERFORMANCE OR NON-PERFORMANCE OF THE SONIDO SERVICE OR ANY INFORMATION OR MERCHANDISE THAT APPEARS ON, OR IS LINKED OR RELATED IN ANY WAY TO, SONIDO. SUCH LIMITATION SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW.
IN NO EVENT WILL SONIDO’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF SERVICE OR FROM THE USE OF OR INABILITY TO USE THE SONIDO SERVICE OR CONTENT EXCEED THE AMOUNTS YOU HAVE PAID TO SONIDO FOR USE OF THE SONIDO SERVICE OR CONTENT OR FIFTY DOLLARS ($50), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO SONIDO, AS APPLICABLE.
SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
Without limiting the foregoing, under no circumstances shall Sonido be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, light, or air conditioning.
12. Governing Law and Forum Choice.
These Terms and any action related thereto will be governed by the Federal Arbitration Act, federal arbitration law, and the laws of the State of California, without regard to its conflict of laws provisions. Except as otherwise expressly set forth in Section 13 “Dispute Resolution for Consumers,” the exclusive jurisdiction for all Disputes (defined below) that you and Sonido are not required to arbitrate will be the state and federal courts located in the Northern District of California, and you and Sonido each waive any objection to jurisdiction and venue in such courts.
13.Dispute Resolution for Consumers.
The following terms of Section 13 “Dispute Resolution for Consumers” only apply if you are an individual who is using the Sonido Service and Sonido Content for your own personal use and are not representing a legal entity.
- Mandatory Arbitration of Disputes. We each agree that any dispute, claim or controversy arising out of or relating to these Terms of Service or the breach, termination, enforcement, interpretation or validity thereof or the use of the Sonido Service or Sonido Content (collectively, “Disputes”) will be resolved solely by binding, individual arbitration and not in a class, representative or consolidated action or proceeding. However, if for any reason a Dispute proceeds in court rather than in arbitration, you andwe each waive any right to a jury trial.
- Exceptions and Opt-out. As limited exceptions to Section 13(a) above: (i) you may seek to resolve a Dispute in small claims court If it qualifies; and (ii) we each retain the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our intellectual property rights. In addition, you will retain the right to opt out of arbitration entirely and litigate any Dispute if you provide us with written notice of your desire to do so by email at firstname.lastname@example.org or by regular mail at 2255 Glades Rd, Suite 324A, Boca Raton, FL 33431 within thirty (30) days following the date you first agree to these Terms of Service.
- Starting Arbitration. If you want to begin arbitrating a Dispute, you must send a letter to us at the following address: 2255 Glades Rd, Suite 324A, Boca Raton, FL 33431, requesting arbitration and describing the Dispute. If we want to begin arbitrating a Dispute, we’ll send such a letter to you at the email address or street address that you provided.
- Conducting Arbitration and Arbitration Rules. The arbitration will be conducted by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (the “AAA Rules”) or a comparable arbitral body (e.g., JAMS), in the event the AAA is unable to conduct the arbitration). The AAA Rules are available at www.adr.org or by calling 1-800-778-7879. The arbitration may be conducted in writing, remotely (e.g., by videoconference) or in-person in the county where you live (or at some other location that we both agree to).
- Arbitration Costs. Payment of all filing, administration and arbitrator fees will be governed by the AAA Rules. We’ll pay for all filing, administration and arbitrator fees and expenses if your Dispute is for less than $10,000, unless the arbitrator finds your Dispute frivolous. If we prevail in arbitration we’ll pay all of our attorneys’ fees and costs and won’t seek to recover them from you. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses to the extent provided under applicable law.
- Effect of Changes on Arbitration. Notwithstanding the provisions of Section 9 “Modification of the Sonido Service or Terms of Service” above, if Sonido changes any of the terms of this Section 13 “Dispute Resolution for Consumers” after the date you first accepted these Terms of Service (or accepted any subsequent changes to these Terms of Service), you may reject any such change by sending us written notice (including by email to email@example.com) within 30 days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of Sonido’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Sonido in accordance with the terms of this Section 13 “Dispute Resolution for Consumers” as of the date you first accepted these Terms of Service (or accepted any subsequent changes to these Terms of Service).
Sonido respects copyright law and expects its users to do the same. It is Sonido’s policy to terminate in appropriate circumstances account holders who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Please see Sonido’s Copyright Policy at https://www.sonido.fm/dmca/, for further information.
15. Miscellaneous Provisions.
The English language version of these Terms of Service is the version that governs your use of the Sonido Service and in the event of any conflict between the English language version and a translated version, the English language version will control.
These Terms of Service constitute the entire agreement between the parties with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Any waiver of any provision of the Terms of Service will be effective only if in writing and signed by Sonido.
16. Contact Information.
If you have any questions about these Terms of Service or the Sonido Service, please contact Sonido at firstname.lastname@example.org.