Terms & Conditions

Effective Date: August 22, 2023
Last Updated: September 12, 2023
THIS TERMS OF USE AGREEMENT (THE "TERMS") GOVERNS YOUR USE OF THE WEBSITES OF AURIBUS MUSIC CORP. ("AURIBUS", "WE" or "US"), INCLUDING, WITHOUT LIMITATION, WWW.AURIBUS.IO (COLLECTIVELY, THE "WEBSITE"), AURIBUS'S DIGITAL APPLICATIONS (EACH, AN "APP"), AND ANY SERVICES AND RESOURCES AVAILABLE OR ENABLED VIA THE WEBSITE OR APPS AND ASSOCIATED SOFTWARE MADE AVAILABLE THROUGH THE WEBSITE AND APPS (COLLECTIVELY, WITH THE WEBSITE, THE "SERVICE"). BY ACCESSING OR USING THE SERVICE, CLICKING ON THE "I ACCEPT" OR SIMILAR BUTTON, AND/OR COMPLETING THE REGISTRATION PROCESS, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SERVICE, YOU AGREE TO BE BOUND BY, THIS AGREEMENT (AS HEREINAFTER DEFINED). IF YOU ARE NOT ELIGIBLE (SEE BELOW), OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SERVICE AND YOU MAY NOT ACCESS OR USE THE SERVICE.
ANY DISPUTE, CLAIM OR REQUEST FOR RELIEF RELATING IN ANY WAY TO YOUR USE OF THE SERVICE WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF CALIFORNIA, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY EXCLUDED FROM THIS AGREEMENT AND SHALL NOT APPLY IN ANY INSTANCE.
1. Revisions to the Agreement
WE RESERVE THE RIGHT TO CHANGE THE AGREEMENT AT ANY TIME, IN OUR SOLE DISCRETION. PLEASE CHECK THESE TERMS PERIODICALLY FOR CHANGES. When changes are made, AURIBUS will make a new copy of the Agreement available on the Website and within the Apps, or otherwise posted through the Services. We will also update the "Last Updated" date at the top of the Agreement. Any changes to the Agreement will be effective immediately for new users of the Service and on the stated Effective Date for existing Users (collectively, "Users"). AURIBUS may require you to consent to the updated Agreement in a specified manner before further use of the Service is permitted. In the event you do not agree to any change(s) after receiving such notice thereof, you must stop using the Service. Otherwise, your continued use of the Service constitutes your acceptance of such change(s).
2. Eligibility
You must be at least 18 years old to use the Service. By accessing or using the Service or otherwise agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years old; (b) you have not previously been suspended or removed from the Service; and (c) your use of the Service is in compliance with any and all applicable laws and regulations. If you are an individual representative of an entity, organization, or company, you represent and warrant that you have authority to bind such entity, organization, or company to the Agreement.

The Service

1. General
The Service offers a platform designed to provide you with resources to perform and enhance music creation and collaboration. The Service is owned and operated by AURIBUS, and the visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service provided by AURIBUS are protected by intellectual property and other laws. In addition to the foregoing, all information, data, text, software, music, sound, photographs, graphics, video, messages, tags and/or other materials included and made available to you by AURIBUS in the Service are the property of AURIBUS or its third-party licensors (the "AURIBUS Property"). You may only use the AURIBUS Property as provided herein, and AURIBUS reserves all rights to the AURIBUS Property not granted expressly in these Terms.

2. Your Use of the Service and AURIBUS Property
Unless otherwise expressly authorized by AURIBUS in writing, including within the Service, we authorize you, subject to this Agreement, to access and use the Service and the AURIBUS Property, at our discretion. Any other use is expressly prohibited.

3. AURIVOICE
AuriVoice is a curated catalog of unique vocal samples which can be used to generate your own AI-generated vocals from the Service. Materials made available for download through AuriVoice are collectively referred to herein as "Vocals".
3.1 License and Ownership Terms for AuriVoice
3.1.1 Your Use of Vocals. Vocals are licensed, not sold, to you.
3.1.1.1 New Recordings. Subject your compliance with the Agreement we grant you a non-exclusive, non-transferable, perpetual right to use Vocals you obtain through AuriVoice in combination with other sounds in music productions to create new recordings (each a "New Recording"). This means that you may modify, reproduce, publicly perform, distribute, transmit, communicate to the public, sublicense and otherwise use Vocals as embodied in a New Recording, including for commercial purposes, except as prohibited hereinbelow. You (and/or any applicable third-party contributors or artists engaged by you in connection with the New Recording) will own any original contributions made to the New Recording that are not comprised of Vocals (e.g., added instrumentation). For the avoidance of doubt, you will not own the Vocals.

3.1.1.2 Creative Works. Further subject to your compliance with the Agreement, we grant you a non-exclusive, non-transferable, perpetual right to use Vocals you obtain through AuriVoice for non-commercial and commercial use in creative works other than New Recordings, such as but not limited to, video games, film or television projects, radio, live performances, and so-called vlogs, used either in isolation as sound effects, loops, and/or sound mixes (collectively, "Creative Works").
3.1.1.3 Prohibited Uses.
3.1.1.3.1 Notwithstanding anything to the contrary and with respect to both New Recordings and Creative Works, you may not (a) sublicense the Vocals in isolation as sound effects, loops, or as source material for any other form of sample (even if you modify the Vocals), (b) use or sublicense Vocals in a manner competitive to AURIBUS or its licensors; or (c) sublicense, sell, loan, share, lend, broadcast, rent, lease, assign, distribute, or transfer all of the Vocals to a third party except as incorporated into a New Recording or Creative Work. Additionally, for clarity, you may not use the name, image, or likeness of the artist associated with a Vocal in any way without that artist's express written permission. Prohibited uses include, but are not limited to, including the photo of an artist associated with a Vocal when promoting your New Recording or Creative Work and/or crediting the artist as a featured artist on or other contributor to your New Recording.
3.1.1.3.2 If you represent a business entity, you agree that only one individual affiliated with that entity may use a downloaded Vocal as specified above.
4. Certain Restrictions. You must use the Service in compliance with all privacy, data protection, intellectual property, and other applicable laws. In using the Service, you shall not:
(a) interfere with security-related features of the Service, including by: (i) disabling or circumventing features that prevent or limit use or copying of any content; or (ii) modifying, translating, adapting, merging, making derivative works of, disassembling, decompiling, reverse compiling or reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law;
(b) interfere with the operation of the Service or any User's enjoyment of the Service, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (ii) making any unsolicited offer or advertisement to another user of the Service; (iii) collecting personal information about another User or third party without consent; or (iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service;
(c) perform any fraudulent activity including impersonating any person or entity, or claiming a false affiliation;
(d) disclose personal information about another person or harass, abuse, or post objectionable, pornographic, harmful, offensive, or obscene material;
(e) license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit any of your rights in the Service to a third party without our express written consent;
(f) use the Service in an illegal way or in violation of any applicable law or that otherwise results in fines, penalties, and other liability to us or others;
(g) violate, or encourage others to violate, any right of a third party (including by infringing or misappropriating any third-party intellectual property right);
(h) frame or utilize framing techniques to enclose any trademark, logo, or other Auribus Property (including images, text, page layout or form);
(i) use any metatags or other "hidden text" using Auribus' name or trademarks;
(j) use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to "scrape" or download data from any web pages contained in the Website (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials);
(k) except as expressly stated herein, copy, reproduce, distribute, republish, download, display, post or transit any Auribus Property in any form or by any means;
(l) remove or destroy any copyright notices or other proprietary markings contained on or in the Service;
(m) if you are a business entity, use the Service in connection with more than one individual affiliated with that entity per subscription; or
(n) assist or permit any persons in engaging in any of the activities described above. Auribus, its suppliers and service providers reserve all rights not granted in the Agreement. Any unauthorized use of the Service or Auribus Property terminates the licenses granted by Auribus pursuant to the Agreement. You may use the Service only for its intended purpose.
8. Updates. You acknowledge and agree that Auribus may require you to accept updates to the Service that you have installed on your computer or mobile device. You acknowledge and agree that Auribus may update the Service with or without notifying you.

Account Creation and Your Account
1. Registering an Account.
1.1. Certain parts of the Service require you to create an account ("Account") by providing a valid email address, username, password and other information as prompted by the registration form. When registering, you are prohibited from selecting or using as a username that is: (a) a name of another person with the intent to impersonate that person; (b) a name that is subject to any rights of a person other than you without appropriate authorization; or (c) a name that is otherwise offensive, vulgar or obscene. For example, you may not register using the name of a musical artist, unless you have the rights to such name.
1.2. We reserve the right to reject any username or to terminate your username and give such username to another User of the Service in our sole discretion, and without any liability to you. You represent and warrant that (a) the information you provide to us upon registration and at all other times will be accurate, current and complete and (b) you will maintain and promptly update such information to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or is incomplete, or AURIBUS has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current or is incomplete, AURIBUS has the right to suspend or terminate your Account and refuse any and all current or future use of Service (or any portion thereof). You agree not to create an Account or use the Service if you have been previously removed or banned from using the Service.
2. Your Log-In Credentials. You are responsible for maintaining the confidentiality of your log-in credentials and are fully responsible for all activities that occur through the use of your credentials. You must notify us immediately at contact@auribus.io if you believe the confidentiality of your log-in credentials has been compromised or if you suspect unauthorized use of your Account. We will not be liable for any loss or damage arising from unauthorized use of your credentials. You agree that you shall monitor your Account to prevent use by minors, and you will accept full responsibility for any unauthorized use of the Service by minors.
3. Your Account. Notwithstanding anything to the contrary herein, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are and shall forever be owned by and insure to the benefit of AURIBUS.
4. Necessary Equipment and Software. You must provide all equipment and software necessary to connect to the Service, including but not limited to, a mobile device that is suitable to connect with and use the Service in cases where the Service offers a mobile component. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing the Service.
Communications
By using the Service or providing personal information to us, you agree to receive communications from us, including via e-mail. Communications from us and our affiliated companies may include but are not limited to: operational communications concerning your Account or the use of the Service, updates concerning new and existing features on the Service, communications concerning promotions run by us or our third-party partners, and news concerning the AURIBUS and industry developments. IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS, YOU CAN UNSUBSCRIBE FROM OUR PROMOTIONAL EMAIL LIST BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE PROMOTIONAL EMAIL ITSELF.
Your Content
1. You Must Have Rights to the Content You Submit. You may have the ability to submit, upload, publish, display, or otherwise make available through the Service musical works and sound recordings, literary works, photographs, audiovisual works and artwork ("Content"). You or a third-party licensor, as appropriate, retain all intellectual property rights to all Content that you make available ("Your Content"). AURIBUS does not claim ownership of Your Content. This also means that you are responsible for protecting any of your rights in Your Content and we need not enforce a violation of these Terms by another User as it pertains to Your Content, except in accordance with our DMCA Policy. When you post or publish Your Content in the Service, you represent that you own and/or have a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right (including any moral rights) and license to use, license, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, derive revenue or other remuneration from, and communicate to the public, perform and display Your Content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or later developed, for the full term of any worldwide intellectual property right that may exist in Your Content. You warrant that the holder of any worldwide intellectual property right, including moral rights, in Your Content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. Do not submit any Content to the Service if you are not the owner of all intellectual property and other proprietary rights in such Content, or are not fully authorized to grant rights in all of the elements of the Content. For the avoidance of doubt, any posting of Your Content is a privilege, not a right, and we may terminate the privileges of any User at any time and for any reason, without liability to such User. If you find objectionable content in any Content posted by a User on the Service, then please notify us by sending an e-mail to contact@auribus.io. You are solely responsible for Your Content.
2. License to Your Content. Subject to any applicable account settings that you select, you grant AURIBUS a fully paid, royalty-free, perpetual, irrevocable, worldwide, royalty-free, non-exclusive and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display Your Content (in whole or in part) for the purposes of operating and providing the Service to you and to our other Users.
3. No Obligation to Screen Content. You acknowledge that AURIBUS has no obligation to screen Content, although AURIBUS reserves the right in its sole discretion to screen, refuse, or remove any Content. You acknowledge and agree that you have no expectation of privacy concerning the transmission of Your Content, including, without limitation, chat, text, or voice communications. In the event that AURIBUS screens, refuses, or removes any Content, you acknowledge that AURIBUS will do so for AURIBUS's benefit, not yours. Without limiting the foregoing, AURIBUS shall have the right to remove any Content that violates the Agreement or is otherwise objectionable.
4. Storage. Unless expressly agreed to by AURIBUS in writing elsewhere, AURIBUS has no obligation to store any of Your Content that you submit to the Service. AURIBUS has no responsibility or liability for the deletion or accuracy of any Content, including Your Content; the failure to store, transmit or receive transmission of Your Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Service.
5. Username. You hereby expressly permit AURIBUS to identify you by your username as the contributor of Your Content in any publication in any form, media or technology now known or later developed in connection with Your Content.
6. Specific Rules for Musical Works. If you are a composer or author of a musical work and have affiliated with a musical works performing rights organization (e.g., ASCAP, BMI, and SESAC), then you must notify your such organization of the royalty-free license you grant through the Agreement to us. You are solely responsible for ensuring your compliance with the relevant organizations’ reporting obligations. If you have assigned your rights to a music publisher, then you must obtain the consent of such music publisher to grant the royalty-free license(s) set forth in the Agreement or have such music publisher enter into the Agreement with us. Just because you authored a musical work (e.g., wrote a song) does not mean you have the right to grant us the licenses in the Agreement.
7. Through-To-The-Audience Rights. All of the rights you grant in the Agreement are provided on a through-to-the-audience basis, meaning the owners or operators of third-party sites, as well as other Users who properly use and obtain the rights you have granted in the Agreement, will not have any responsibility to you or any other third party for Your Content made available on such third-party sites via the Service.
AURIBUS Marks
AURIBUS, the AURIBUS logo, and other AURIBUS logos and product and service names are registered or unregistered trademarks of AURIBUS (the "AURIBUS Marks"). Without our prior written permission, you may not display or use in any manner the AURIBUS Marks.
Feedback
If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Service ("Feedback"), then you grant AURIBUS an unrestricted, perpetual, irrevocable, non-exclusive, worldwide, fully-paid, royalty-free, fully transferable and sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services. You acknowledge that your submission of Feedback is at your own risk and that AURIBUS has no obligations (including, without limitation, obligations of confidentiality, credit or payment) with respect to such Feedback.

Interactions with Other Users
1. Content Provided by Other Users. We do not represent or guarantee the truthfulness, accuracy, or reliability of Content submitted to the Service by other Users ("User Content"). You accept that any reliance on Content posted by other Users or third parties will be at your own risk. By using the Service, you accept the risk that you might be exposed to Content that is objectionable to you.
2. User Disputes. We are not responsible for any disputes or disagreements between you and any third party you interact with using the Service, including Users. You assume all risk associated with dealing with third parties. You agree to resolve disputes directly with the other party. You release us of all claims, demands, and damages in disputes among you and other Users of the Service and will not involve us in such disputes. Use caution and common sense when using the Service and dealing with other Users.
Fees and Payment Terms
1. Payment. You agree to pay all fees or charges to your Account in accordance with the fees, charges and billing terms in effect at the time a fee or charge is due and payable. As a condition to subscribing to the Service, you must either provide AURIBUS's Third-Party Payment Processor (defined below) with a valid credit card or debit card number (Visa, MasterCard, or any other issuer accepted by us), or allow for payment through your PayPal account ("Payment Provider"). Your Payment Provider agreement governs your use of the designated credit card, debit card, or PayPal account, and you must refer to that agreement, not this Agreement, to determine your rights and liabilities. By providing AURIBUS with your credit card or debit card number or PayPal account and associated payment information, you agree that AURIBUS is authorized to immediately charge your Account for all fees and charges due and payable to AURIBUS hereunder and that no additional notice or consent is required. You agree to immediately notify AURIBUS of any change in your billing address or the credit card, debit card, or PayPal account used for payment hereunder. We may also receive updates to your credit card, debit card, or other payment information from our payment processors. If such changes or updates to your payment information occur after a renewal of your subscription for which AURIBUS has not received payment, we may also change your subscription period in accordance with the terms hereof. Following any change or update, whether made by you or by us, you authorize us to continue to charge the applicable method of payment. AURIBUS reserves the right at any time to change its prices and billing methods upon notice to you in the Service and by email, which changes will come into effect on the Renewal Date (defined below).
2. Service Subscription Fees. You will be responsible for payment of the applicable fee for any Service (each, a "Service Subscription Fee") at the time you create your Account and select your package (each, a "Service Commencement Date"). Except as set forth in the Agreement, all fees for the Service are non-refundable.
3. Taxes. The payments required under the Service Subscription Fees section of this Agreement do not include any Sales Tax (as defined below) that may be due in connection with the services provided under this Agreement. If AURIBUS determines it has a legal obligation to collect a Sales Tax from you in connection with this Agreement, AURIBUS shall collect such Sales Tax in addition to the payments required under the Service Subscription Fees section of this Agreement. If any services, or payments for any services, under the Agreement are subject to any Sales Tax in any jurisdiction and you have not remitted the applicable Sales Tax to AURIBUS, you will be responsible for the payment of such Sales Tax and any related penalties or interest to the relevant tax authority, and you will indemnify AURIBUS for any liability or expense AURIBUS may incur in connection with such Sales Taxes. Upon AURIBUS's request, you will provide it with official receipts issued by the appropriate taxing authority, or other such evidence that you have paid all applicable taxes. For purposes of this Section, "Sales Tax" shall mean any sales or use tax and any other tax measured by sales proceeds that is the functional equivalent of a sales tax where the applicable taxing jurisdiction does not otherwise impose a sales or use tax.
4. Withholding Taxes. You agree to make all payments of fees to AURIBUS free and clear of, and without reduction for, any withholding taxes. Any such taxes imposed on payments of fees to AURIBUS will be your sole responsibility, and you will provide AURIBUS with official receipts issued by the appropriate taxing authority, or such other evidence as we may reasonably request, to establish that such taxes have been paid.
5. Free Trials and Other Promotions. Any free trial or other promotion that provides User level access to the Service must be used within the specified limits of the trial. At the end of the trial period, your use of the Service will expire, and any further use of the Service is prohibited unless you pay the applicable subscription fee. If you are inadvertently charged for a subscription, please contact contact@auribus.io to have the charges reversed. For the avoidance of doubt, all free trials, promo codes and other promotions are subject to the terms, conditions, and limitations presented by AURIBUS with such promotion.
6. Cooling-off Rights for UK and EU Users. If you are based in the UK or EU, you may also cancel the following during the specified time period (each a "Cooling-off Period"): (a) your subscription to the Service, within the first 14 days of signing up to that paid plan (or the free trial associated therewith) or upgrading your plan (when applicable); or (b) your purchase of any license within the Service, within 14 days of that purchase. If you cancel your subscription, upgrade, or any purchase during a Cooling-off Period, we will reimburse in full the applicable payment you have made. However, if you use the Service in any way during a Cooling-off Period (e.g., by commencing a download of a Vocal, or otherwise), you agree that you have expressly agreed to waive your cancellation rights and you will not be entitled to receive either a full or partial refund of the applicable payment you have made. If you sign-up for a free trial you acknowledge that the relevant Cooling-off Period commences on the date of commencement of the free trial, and not on the date of AURIBUS charging the Service Subscription Fee in accordance with this Agreement; however, your cancellation and refund rights will not be lost by your use of Services for the purposes permitted within that free trial (e.g., auditioning, liking and organizing samples) during this Cooling-off Period.

DISCLAIMER OF WARRANTIES
1. TO THE FULLEST EXTENT PERMITTED BY LAW, (A) THE SERVICE, AURIBUS PROPERTY, AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED "AS IS" AND ON AN "AS AVAILABLE" BASIS AND (B) AURIBUS DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING: (I) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (II) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. AURIBUS DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, THAT ANY OF THOSE ISSUES WILL BE CORRECTED, OR THAT THE RESULTS OBTAINED FROM USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE.
ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH THE SERVICE IS ACCESSED AT YOUR OWN RISK, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS THE SERVICE OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM AURIBUS OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
FROM TIME TO TIME, AURIBUS MAY OFFER NEW "BETA" FEATURES, PRODUCTS OR TOOLS WITH WHICH ITS USERS MAY EXPERIMENT. SUCH FEATURES, PRODUCTS OR TOOLS ARE OFFERED SOLELY FOR EXPERIMENTAL PURPOSES AND WITHOUT ANY WARRANTY OF ANY KIND, AND MAY BE MODIFIED OR DISCONTINUED AT AURIBUS'S SOLE DISCRETION. THE PROVISIONS OF THIS SECTION APPLY WITH FULL FORCE TO SUCH FEATURES, PRODUCTS OR TOOLS.
2. No Liability for Conduct of Third Parties. YOU ACKNOWLEDGE AND AGREE THAT THE AURIBUS ENTITIES (AS DEFINED BELOW) ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD THE AURIBUS ENTITIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING THIRD PARTY SERVICE PROVIDERS, AND OPERATORS OF THIRD-PARTY WEBSITES, THIRD-PARTY APPLICATIONS, OR THIRD-PARTY ADS (AS DEFINED BELOW), AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.
3. No Liability for Conduct of Other Users. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICE. YOU UNDERSTAND THAT AURIBUS DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SERVICE. AURIBUS MAKES NO WARRANTY THAT THE GOODS OR SERVICES PROVIDED BY THIRD PARTIES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. AURIBUS MAKES NO WARRANTY REGARDING THE QUALITY OF ANY SUCH GOODS OR SERVICES, OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY USER CONTENT OBTAINED THROUGH THE SERVICE.

4. Third-Party Materials. As a part of the Service, you may have access to materials that are hosted by another party. You agree that it is impossible for AURIBUS to monitor such materials and that you access these materials at your own risk.
LIMITATION OF LIABILITY AND INDEMNIFICATION
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL AURIBUS, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, PARTNERS, AND LICENSORS (COLLECTIVELY, "AURIBUS ENTITIES") BE LIABLE TO YOU FOR ANY 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 ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY AURIBUS ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.
TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE AURIBUS ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF $100 AND THE AMOUNTS YOU HAVE PAID TO AURIBUS, IF ANY, DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE OF YOUR CLAIM AGAINST US.
EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
FOR UK USERS, AURIBUS DOES NOT IN ANY WAY SEEK TO EXCLUDE OR LIMIT LIABILITY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY AURIBUS'S NEGLIGENCE; (B) FRAUD OR FRAUDULENT MISREPRESENTATION; OR (C) ANY OTHER LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED BY ENGLISH OR EU LAW.
You hereby release AURIBUS Entities and their successors from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of the Service, including but not limited to, any interactions with or conduct of other Users or Third-Party Services of any kind arising in connection with or as a result of the Agreement or your use of the Service. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party." The foregoing release does not apply to any claims, demands, or any losses, damages, rights and actions of any kind, including personal injuries, death or property damage for any unconscionable commercial practice by a AURIBUS Entity or for such party's fraud, deception, false, promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Website or any Service provided hereunder.
To the fullest extent permitted by law, you are responsible for your use of the Service, and you will indemnify and hold harmless the AURIBUS Entities from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including reasonable attorneys' fees and costs, arising out of or connected with: (a) Your Content; (b) your unauthorized use of, or misuse of, the Service; (c) your violation of any portion of the Agreement, or any applicable law or regulation; (d) your violation of any third party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right (including, without limitation, in connection with any use of User Content or a AURIBUS AI VOCAL); or (e) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you will cooperate with our defense of those claims.

Term and Termination
1. Term. The Agreement is effective beginning when you accept the Agreement or first access or use the Service, and ending when terminated as described herein.

2. Automatic Renewal. After your initial subscription period, and again after any subsequent subscription period, your subscription will automatically renew on the first day following the end of such period (each a "Renewal Date") and continue for an additional equivalent period, AND YOUR PAYMENT PROVIDER AUTOMATICALLY WILL BE CHARGED AURIBUS' THEN-CURRENT PRICE FOR SUCH SUBSCRIPTION. BY SUBSCRIBING, YOU AUTHORIZE AURIBUS TO CHARGE YOUR PAYMENT PROVIDER NOW, AND AGAIN AT THE BEGINNING OF ANY SUBSEQUENT SUBSCRIPTION PERIOD. If you do not wish your subscription to renew automatically, or if you want to change or terminate your subscription, please contact AURIBUS at contact@auribus.io or log in and go to the "Billing" section of your "Account" page. If you cancel your subscription, you may use your subscription until the end of your then-current subscription term; your subscription will not be renewed after your then-current term expires. However, you will not be eligible for a refund of any portion of the subscription fee paid for the then-current subscription period. Upon renewal of your subscription, if AURIBUS does not receive payment from your Payment Provider, (a) you agree to pay all amounts due on your Account upon demand and/or (b) you agree that AURIBUS may either terminate or suspend your subscription and continue to attempt to charge your Payment Provider until payment is received (upon receipt of payment, your Account will be re-activated, and your new subscription period will restart as of the day payment was received).
3. Termination. If you violate any provision of this Agreement, AURIBUS may, at its sole discretion, terminate this Agreement or suspend or terminate your access to the Service. We may also change, suspend, or discontinue any aspect of the Service at any time. You may terminate your Account and this Agreement at any time by sending an email to contact@auribus.io or use any termination functionality that may be offered through the Service.
4. Effect of Termination. Termination of your subscription includes removal of access to the Service and may include barring further use of the Service. Termination of your subscription also includes deletion of your password and all related information, files and Content associated with or inside your Account (or any part thereof), including Your Content. Upon termination of any Service, your right to use such Service will automatically terminate immediately. You understand that any termination of the Service may involve deletion of Your Content associated therewith from our live databases, although copies of Your Content may remain stored on back-up storage media maintained by or for us. You grant us a royalty-free license to retain such back-up copies of Your Content on storage media maintained by or for us. If you stop using the Service but keep Your Content on the Service, then this Agreement will continue to apply in full force and effect for so long as Your Content is available on or through the Service. AURIBUS will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of the Agreement which by their nature should survive, shall survive termination of your subscription, including, without limitation, ownership provisions, warranty disclaimers, and limitation of liability.

Third-Party Services.
1. Third-Party Payment Processor. AURIBUS currently uses Stripe, Inc. and its affiliates (for processing credit card and debit card transactions) and PayPal Holdings, Inc. and its affiliates (for processing PayPal transactions) as the third-party payment processor for payment services, (e.g., card acceptance, merchant settlement, and related services) ("Third-Party Payment Processor"). By buying on the Service, you agree to be bound by the Third-Party Payment Processor's privacy policy (currently accessible at https://stripe.com/privacy) and hereby consent and authorize AURIBUS and the Third-Party Payment Processor to share any information and payment instructions you provide with each other to the maximum extent required to complete your transactions.
2. Third-Party Websites, Applications and Ads. The Service may contain links to third-party websites ("Third-Party Websites"), applications ("Third-Party Applications") and advertisements for third parties ("Third-Party Ads"). When you click on a link to a Third-Party Website, Third-Party Application or Third-Party Ad, we will not warn you that you have left the Service and are subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Websites, Third-Party Applications and Third-Party Ads are not under the control of AURIBUS. AURIBUS is not responsible for any Third-Party Websites, Third-Party Applications or Third-Party Ads. AURIBUS provides these Third-Party Websites, Third-Party Applications and Third-Party Ads only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Websites, Third-Party Applications or Third-Party Ads, or any product or service provided in connection therewith. Your use of all Third-Party Websites, Third-Party Applications and Third-Party Ads shall be at your own risk. When you leave the Service, the Agreement and our policies shall no longer govern. It shall be your responsibility to review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Websites, Third-Party Applications, or Third-Party Ads, and to make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.
3. App Stores. When you download an App from a third party such as the Apple App Store or Google Play, you may be subject to additional terms and conditions provided by that third party (each, an "App Store"). With respect to any App accessed through or downloaded from the Apple App Store (an "App Store Sourced Application"), you will only use the App Store Sourced Application (a) on an Apple-branded product that runs the iOS (Apple's proprietary operating system) and (b) as permitted by the "Usage Rules" set forth in the Apple App Store Terms of Service. With respect to any App accessed through or downloaded from the Google Play store (a "Google Play Sourced Application"), you may have additional license rights with respect to use of an App on a shared basis in accordance with your family plan, if applicable. You acknowledge that the Agreement is between you and AURIBUS and not with the App Store. AURIBUS, not the App Store, is solely responsible for the Service, including an App, the content thereof, maintenance, support services, and warranty therefore, and addressing any claims relating thereto (e.g., product liability, legal compliance or intellectual property infringement). In order to use an App, you must have access to a wireless network, and you agree to pay all fees associated with such access. You also agree to pay all fees (if any) charged by the App Store in connection with the Service, including an App. You agree to comply with, and your license to use an App is conditioned upon your compliance with all terms of agreement imposed by the applicable App Store when using the Service, including an App.
4. Accessing and Downloading the Application from the Apple App Store. The following applies to any App Store Sourced Application accessed through or downloaded from the Apple App Store:
You acknowledge and agree that (i) the Agreement is concluded between you and AURIBUS only, and not Apple, and (ii) AURIBUS, not Apple, is solely responsible for the App Store Sourced Application and content thereof. Your use of the App Store Sourced Application must comply with the App Store Terms of Service.
You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App Store Sourced Application.
In the event of any failure of the App Store Sourced Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App Store Sourced Application to you and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App Store Sourced Application. As between AURIBUS and Apple, any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of AURIBUS.
You and AURIBUS acknowledge that, as between AURIBUS and Apple, Apple is not responsible for addressing any claims you have or any claims of any third party relating to the App Store Sourced Application or your possession and use of the App Store Sourced Application, including, but not limited to: (i) product liability claims; (ii) any claim that the App Store Sourced Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
You and AURIBUS acknowledge that, in the event of any third-party claim that the App Store Sourced Application or your possession and use of that App Store Sourced Application infringes that third party's intellectual property rights, as between AURIBUS and Apple, AURIBUS, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by the Agreement.
You and AURIBUS acknowledge and agree that Apple, and Apple's subsidiaries, are third-party beneficiaries of the Agreement as related to your license of the App Store Sourced Application, and that, upon your acceptance of the terms and conditions of the Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce the Agreement as related to your license of the App Store Sourced Application against you as a third-party beneficiary thereof.
Without limiting any other terms of the Agreement, you must comply with all applicable third- party terms of agreement when using the App Store Sourced Application.
General Provisions.
1. Electronic Communications. The communications between you and AURIBUS may take place via electronic means, whether you visit the Service or send AURIBUS e-mails, or whether AURIBUS posts notices on the Service or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from AURIBUS in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that AURIBUS provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights, including but not limited to the Electronic Signatures in Global and National Commerce Act at 15 U.S.C. §7001 et seq.
2. Assignment. The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without AURIBUS's prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
3. Force Majeure. AURIBUS shall not be liable for any delay or failure to perform resulting from any event or circumstance, regardless of whether it was foreseeable, that was not caused by AURIBUS and that prevents AURIBUS from complying with any of its obligations under the Agreement. For UK Users, if a force majeure event occurs that affects AURIBUS's performance of its obligations under the Agreement: (a) AURIBUS will contact you as soon as reasonably possible to notify you; and (b) AURIBUS's obligations under the Agreement will be suspended and the time for AURIBUS's performance of its obligations will be extended for the duration of the force majeure event. You may cancel the Services affected by a force majeure event which has continued for more than 120 days. To cancel please contact contact@auribus.io.
4. Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to the Service, please contact us at the mailing or email address found at the end of these Terms. We will do our best to address your concerns.
5. Exclusive Venue. To the extent the parties are permitted under the Agreement to initiate litigation in a court, both you and AURIBUS agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the state or federal courts located in the State of California.
6. Governing Law. THE AGREEMENT AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF THE STATE OF CALIFORNIA, WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THE AGREEMENT.
7. Notice. Where AURIBUS requires that you provide an e-mail address, you are responsible for providing AURIBUS with your most current e-mail address. In the event that the last e-mail address you provided to AURIBUS is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, AURIBUS's dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to AURIBUS at the address below. Such notice shall be deemed given when received by AURIBUS by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
8. Waiver. Any waiver or failure to enforce any provision of the Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
9. Severability. If any portion of the Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
10. Export Control. You may not use, export, import, or transfer the Service or any part thereof except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Service, and any other applicable laws, including the U.S. Export Administration Regulations and the U.S. sanctions laws administered by the U.S. Department of the Treasury's Office of Foreign Assets Control ("OFAC"). In particular, but without limitation, the Service or any part thereof may not be exported, re-exported, or otherwise transferred or provided to any person or entity (a) located, organized, or resident in any jurisdiction subject to comprehensive U.S. trade sanctions, including Cuba, Iran, North Korea, Syria, and the Crimea and Donetsk People's Republic or Luhansk People's Republic regions of Ukraine (the "Sanctioned Countries"), or (b) on any export- or sanctioned-related U.S. restricted party list, including OFAC's Specially Designated Nationals and Blocked Persons List, Foreign Sanctions Evaders List, and Sectoral Sanctions Identifications List, or the U.S. Department of Commerce's Denied Person's List, Unverified List, or Entity List (the "Restricted Party Lists"). By using the Service, you represent and warrant that you are not, and are not owned, controlled, or acting on behalf of any other person or entity that is (i) located, organized, or resident in a Sanctioned Country or (ii) listed on any Restricted Party List. You also will not use the Service for any military end-use or any other purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons.
11. California Consumer Complaints. In accordance with California Civil Code §1789.3, if you are a California consumer, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
12. Choice of Language. This Agreement, and any contract between us, are only in the English language.
13. Entire Agreement. The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.

14. Contact Information

Auribus Music Corp.
2827 Carmel Street, Unit B.
Oakland, CA, 94602
contact@auribus.io

AURIBUS DMCA Policy
We respect the intellectual property of others and take the protection of intellectual property seriously, and we ask our Users to do the same. Infringing activity will not be tolerated on or through the Service. Our policy is to (a) remove material that we believe in good faith, upon notice from an intellectual property owner or their agent, is infringing the intellectual property of a third party by being made available through the Service, and (b) remove any User Content posted to the Service by "repeat infringers." We consider a "repeat infringer" to be any User that has uploaded User Content to the Service and for whom we have received more than two take down notices compliant with the provisions of 17 U.S.C. § 512(c) with respect to such User Content. We have discretion, however, to terminate the account of any User after receipt of a single notification of claimed infringement or upon our own determination.
1. Notification. The DMCA provides recourse for intellectual property owners who believe that material appearing on the Internet infringes their rights under U.S. law. If you believe in good faith that materials posted on the Service infringe your intellectual property rights, then you (or your agent) may send us a "Notification of Claimed Infringement" requesting that the material be removed, or access to it blocked. The notice must include the following information:
(a) A physical or electronic signature of a person authorized to act on behalf of the owner of the works that have been allegedly infringed;
(b) Identification of the copyrighted work alleged to have been infringed (or if multiple copyrighted works located on the Service are covered by a single notification, a representative list of such works);
(c) Identification of the specific material alleged to be infringing or the subject of infringing activity, and information reasonably sufficient to allow us to locate the material on the Service;
(d) Your name, address, telephone number, and email address (if available);
(e) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

(f) A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, then the DMCA permits you to send us a counter-notice.
2. Counter Notification. If you receive a notification from us that User Content you made available on or through the Service has been the subject of a Notification of Claimed Infringement, then you will have the right to provide us with what is called a "Counter Notification." To be effective, a Counter Notification must be in writing, provided to our designated agent through one of the methods identified above, and include substantially the following information:
(a) Your physical or electronic signature;
(b) Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
(c) A statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
(d) Your name, address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if your address is outside of the United States, for any judicial district in which we may be found, and that the you will accept service of process from the person who provided notification under this DMCA Policy above or an agent of such person.
A party submitting a Counter Notification should consult a lawyer or see 17 U.S.C. § 512 to confirm the party's obligations to provide a valid counter notification under the Copyright Act.
3. Designated Agent. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see https://www.copyright.gov/ for details. Notices and counter-notices with respect to the Service should be sent to:
Auribus Music Corp.
2827 Carmel Street, Unit B.
Oakland, CA, 94602
or contact@AURIBUS.io
4. False Notifications of Claimed Infringement or Counter Notifications.
The Copyright Act provides that "[a]ny person who knowingly materially misrepresents under [Section 512 of the Copyright Act (17 U.S.C. § 512)] (1) that material or activity is infringing, or (2) that material or activity was removed or disabled by mistake or misidentification, shall be liable for any damages, including costs and attorneys' fees, incurred by the alleged infringer, by any copyright owner or copyright owner's authorized licensee, or by a service provider, who is injured by such misrepresentation, as the result of [our] relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing, or in replacing the removed material or ceasing to disable access to it." 17 U.S.C. § 512(f).Accordingly, we reserve the right to seek damages from any party that submits a notification of claimed infringement or counter notification in violation of the law.
Consult your legal advisor and see 17 U.S.C. § 512 before filing a notice or counter-notice as there are penalties for false claims under the DMCA. The foregoing is not intended to provide you with legal advice.