Terms & Conditions
Last Modified: March 2025
Acceptance of the Terms of Use
These terms of use are entered into by and between you and Audiopool Inc. ("Company," "we," or "us"). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, "Terms of Use"), govern your access to and use of https://www.audiopool.io/, including any content, functionality, and services offered on or through www.audiopool.io (the "Platform"), whether as a guest or a registered user.
Please read the Terms of Use carefully before you start to use the Platform. By using the Platform or by clicking to accept or agree to the Terms of Use when this option is made available to you, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at www.audiopool.io/privacy, incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Platform.
This Platform is offered and available to users who are 18 years of age or older, located in any territory the platform is available. By using this Platform, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Platform. If you are a parent or legal guardian of a child under 18 who has created an account on our Platform, please include any information, such as a username, that will aid in identifying the account, to have the account closed and personal information deleted.
Background and Purpose
Company’s Platform allows Artists to curate one or more “Pool(s)”. Artists can upload original collections of pre-recorded individual musical segments (“Stems”) or completed sound recordings to the Pool. Using Company’s proprietary software, the Platform’s users (“User(s)”) will have access to Pools. Created recordings and finished tracks that the Artist uploaded directly are referred to as “Tracks”. Once a Track is created, it can be licensed by the user for personal use, and exploited through the Platform for commercial use, pursuant to these Terms of Use and additional agreements that may be required by the Company as part of the licensing process. For example, Users may use Stems contained in Pools and AUDIOPOOL’s proprietary software to create new Tracks, license existing Tracks, promote Tracks, and interact with Tracks in other ways offered by the Platform.
As used in these Terms of Use, “Artist” means an individual or entity uploading Content to a Pool, and “Content” means any Stems or Tracks uploaded by an Artist onto the Platform.
Changes to the Terms of Use
We may revise and update these Terms of Use from time to time at our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Platform thereafter. However, any changes to the dispute resolution provisions set out in Governing Law and Jurisdiction will not apply to any disputes for which the parties have actual notice on or before the date the change is posted on the Platform.
Your continued use of the Platform following the posting of the revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.
Accessing the Platform and Account Security
We reserve the right to withdraw or amend this Platform, and any service or material we provide on the Platform, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Platform is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Platform, or the entire Platform, to users, including registered users.
You are responsible for both:
Making all arrangements necessary for you to have access to the Platform.
Ensuring that all persons who access the Platform through your internet connection are aware of these Terms of Use and comply with them.
To access the Platform or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Platform that all the information you provide on the Platform is correct, current, and complete. You agree that all information you provide to register with this Platform or otherwise, including, but not limited to, through the use of any interactive features on the Platform, is governed by our Privacy Policy www.audiopool.io/privacy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
If you choose, or are provided with a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Platform or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
We are not liable to you if you suffer any losses or damages arising from or related to your provision of the foregoing security information to any third party, or if a third party gains unauthorized access to your personal information through your device(s).
We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including but not limited to if, in our opinion, you have violated any provision of these Terms of Use.
Third-Party Login Services
Our Platform may allow you to register for an account and login via Web3 wallets via Coinbase, Metamask, Phantom, and/or other similar providers ("Third-Party Login Services"). By using these services, you authorize the third-party provider to share certain information with us, such as your name, email address, and any other information associated with your account, as permitted by the provider’s terms and your privacy settings.
Your use of Third-Party Login Services is subject to the terms and conditions and privacy policies of the respective third-party providers. We are not responsible for any of the actions or policies of these providers, and you should review their terms and privacy practices before using their services to log in to our website.
You are responsible for ensuring that any of the information provided to us through Third-Party Login Services is accurate, current, and complete. We are not liable for any inaccuracies or errors arising from the information provided by third-party providers.
We are not liable for unauthorized access to your account due to a breach or misuse of these third-party services. You are solely responsible for maintaining the security of your login credentials with Third-Party Login Services.
If you lose access to your Web3 wallets obtained via these Third Party Login Services, you will lose access to your AUDIOPOOL account.
Intellectual Property Rights
The Platform and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
These Terms of Use permit you to use the Platform for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Platform, except as follows:
Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
You may store files that are automatically cached by your Web browser for display enhancement purposes.
You may print one copy of a reasonable number of pages of the Platform for your own personal, non-commercial use and not for further reproduction, publication, or distribution.
If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.
If we provide social media or promotional features as part of the Platform or in connection with other agreements outside of these Terms of Use, you may take such actions as are enabled by such features and/or agreements as applicable.
You must not:
Modify copies of any materials from this site.
Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.
Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.
You must not access or use for any commercial purposes any part of the Platform or any services or materials available through the Platform, except as allowed in these Terms of Use.
If you wish to make any use of material on the Platform other than that set out in this section, please address your request to: info@audiopool.io.
If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Platform in breach of the Terms of Use, your right to use the Platform will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Platform or any content on the Platform is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Platform not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.
Trademarks
The Company name, the term “AUDIOPOOL ”, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on this Platform are the trademarks of their respective owners.
Prohibited Uses of the Platform
You may use the Platform only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Platform:
In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
For the purpose of sharing music or other Content in connection with political uses, sexual and/or adult content.
For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards set out in these Terms of Use.
To transmit, or procure the sending of, any advertising or promotional material, including any "junk mail," "chain letter," "spam," or any other similar solicitation.
To impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).
To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Platform, or which, as determined by us, may harm the Company or users of the Platform, or expose them to liability.
Additionally, you agree not to:
Participate in any unauthorized use, sharing or distribution of any content on the Platform outside the scope of allowed use, such as sharing on external Platforms or social media without proper permissions. Any content created on the platform is solely for personal use or distribution as specified by these Terms of Use.
Use the Platform in any manner that could disable, overburden, damage, or impair the Platform or interfere with any other party's use of the Platform, including their ability to engage in real-time activities through the Platform.
Use any robot, spider, or other automatic device, process, or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform.
Use any manual process to monitor or copy any of the material on the Platform, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.
Use any device, software, or routine that interferes with the proper working of the Platform.
Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Platform, the server on which the Platform is stored, or any server, computer, or database connected to the Platform.
Attack the Platform via a denial-of-service attack or a distributed denial-of-service attack.
Otherwise attempt to interfere with the proper working of the Platform.
Artist Content and User Contributions
To participate as an Artist on the Platform, you must create an Artist account and agree to the terms of the Artist content license agreement (the "Artist License Agreement") when uploading any Stems or Tracks onto the Platform. Each time you create a Pool you will be required to enter into an Artist License Agreement for the Pool. Your access to and use of the Platform as an Artist is conditioned upon your acceptance of and compliance with the Artist License Agreement(s). Any Content that is published on the Platform will be subject to licensing under the Artist License Agreement(s). The Artist License Agreement(s) are not effective until you agree to its terms and publish a Pool.
In the event of any conflict between the terms of the License Agreement(s) and these Terms of Use, the terms of the License Agreement(s) shall control and supersede only those conflicting provisions. All non-conflicting provisions of these Terms of Use shall remain in full force and effect and continue to govern your use of the Platform.
Artists may freely upload Content to create Pools, update their AUDIOPOOLs, and delete their AUDIOPOOLs. Any Content that Artists upload is strictly for test purposes, and Artists can make unlimited changes to the Content before publishing such Content. After an AUDIOPOOL is published, any Tracks derived from such AUDIOPOOL will remain available on the Platform and DSPs even if the Artist deletes such Pool.
The Platform may contain message boards, chat rooms, personal web pages or profiles, forums,
bulletin boards, and other interactive features (collectively, "Interactive Services") that allow Users to post, submit, publish, display, or transmit to other users or other persons (hereinafter, "post") content or materials (collectively, "User Contributions") on or through the Platform.
Any public User Contributions that you post to the site will be considered non-confidential and non-proprietary. By posting any User Contributions on the Platform, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose.
All Content and User Contributions must comply with the Content Standards set out in these Terms of Use.
You represent and warrant that:
You own or control all rights in and to the Content and/or User Contributions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns.
All of your Content and/or User Contributions do and will comply with these Terms of Use and do not violate or infringe upon any law or statutory right of any person or entity.
You understand and acknowledge that you are responsible for any Content and User Contributions that you submit or contribute, and you, not the Company, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.
We are not responsible or liable to any third party for the content or accuracy of any Content or User Contributions posted by you or any other User of the Platform.
Monitoring and Enforcement; Termination
We have the right to:
Remove or refuse to post any Content or User Contributions for any or no reason at our sole discretion.
Take any action with respect to any Content that we deem necessary or appropriate in our sole discretion, including without limitation, if we believe that such Content violates the Terms of Use, including the Content Standards, infringes any intellectual property right or any other right of any person or entity, threatens the personal safety of users of the Platform or the public, or could create liability for the Company.
Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Platform.
Terminate or suspend your access to all or part of the Platform for any or no reason, including without limitation, any violation of these Terms of Use.
Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Platform. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
However, we cannot review all material before it is posted on the Platform and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for the performance or nonperformance of the activities described in this section.
Content Standards
These content standards apply to any and all Content, User contributions, and use of Interactive Services. Content must in their entirety comply with all applicable federal, state, local, and international laws and regulations.
Without limiting the foregoing, Content and User Contributions MUST NOT:
Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.
Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person.
Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy www.audiopool.io/privacy.
Be likely to deceive any person.
Promote any illegal activity, or advocate, promote, or assist any unlawful act.
Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.
Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising.
Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.
License and Ownership Terms for Tracks and Pools
Your Use of Pools and Tracks. Tracks are licensed to you, not sold. You will not own the Track(s) or the Pools. Subject to your compliance with these Terms of Use, we grant you a non-exclusive, limited, revocable, non-transferable, non-sublicensable right to use Pools and Content therein through our Platform solely for the purposes outlined in the User track license and distribution agreement (“Track License and Distribution Agreement”), except as prohibited below. Failure to accept or comply with the Track License and Distribution Agreement terms may result in the forfeiture of your rights to opt into the distribution of the Track. For more information, please review our Track License and Distribution Agreement upon licensing any Tracks. Tracks may be licensed for distribution, promotion, and other uses as permitted by the Platform and the Track License and Distribution Agreement.
Ownership of Tracks.
If you use a Pool to initiate the creation of a new Track through the Platform, you acknowledge and agree that:
You do not own the Track, and you will not acquire any copyright, ownership, or intellectual property rights in the Track.
You will have no rights to receive income, credit, or any other rights or claims whatsoever related to the Track unless you license the Track via the Platform and you agree to opt-in to distribution via our Track License and Distribution Agreement.
Company reserves all rights to enforce the ownership and distribution terms set forth in this section and the User Track License and Distribution Agreement. Any unauthorized use, distribution, or claim of ownership of a Track is a violation of these Terms of Use and may result in the suspension or termination of your account and/or legal action.
Prohibited Uses of Tracks and Pools. Notwithstanding anything to the contrary and with respect to both Tracks and Pools, you may not:
(a) modify the Pools other than using the approved “REMIX” feature on the Platform;
(b) sublicense the Pools, Stems, or Tracks in isolation as sound effects, loops, or as source material for any other form of sample;
(c) use or sublicense Pools, Stems, or Tracks in a manner competitive to Company or its licensors;
(d) sublicense, sell, loan, share, lend, broadcast, rent, lease, assign, distribute, or transfer a Track to a third party;
(e) redistribute the Tracks or the underlying Pools in new sample packs;
(f) re-record or re-produce the Tracks or Pools (e.g., re-record vocals of a Pool for use in a new sound recording or creative work);
(g) Pools, Stems and Tracks may not be modified, reproduced, publicly performed, distributed, transmitted, communicated to the public, sublicensed, or otherwise used, including for commercial purposes) except as otherwise allowed in these Terms of Use;
(h) use of the Pools, Stems, or Tracks as source or training material for generative or other artificial intelligence programs; and
(i) you may not use the name, image, or likeness of any Artists associated with a Track or Pool in any way without that Artist’s express written permission.
(g) share any Track that is not licensed by you.
Copyright Infringement
If you believe that any Content, User Contributions, or other content on the Platform violates your copyright in a manner that constitutes copyright infringement, you may submit a notification under the Digital Millennium Copyright Act (DMCA) by providing our Designated Copyright Agent with the following information in writing:
Identification of the copyrighted work that you claim has been infringed, or, if multiple copyrighted works are covered by this notification, you may provide a representative list of the copyrighted works that you claim have been infringed.
Identification of the material that you claim is infringing or to be the subject of infringing activity and that you request be removed or access to which be disabled, and information reasonably sufficient to permit us to locate the material.
Your contact information, including your name, address, telephone number, and, if available, an email address.
A statement that you have a good-faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
A statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Your physical or electronic signature.
Please send your DMCA notice to our Designated Copyright Agent at:
AUDIOPOOL Inc.
30 Inner Drive
St. Paul, MN 55116
support@audiopool.io
Attn: Copyright Agent
Counter-Notification
If you believe that the material you posted on our Platform was removed, or access to it was disabled by mistake or misidentification, you may file a counter-notification with our Copyright Agent by providing the following information in writing:
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.
A statement, under penalty of perjury, that you have a good-faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled.
Your contact information, including name, address, and telephone number.
A statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located, or if your address is outside the United States, for any judicial district in which the service provider may be found, and that you will accept service of process from the person who provided notification of the alleged infringement or an agent of such person.
Your physical or electronic signature.
Please Note: This procedure is exclusively for notifying us that your copyrighted material has been infringed. For other inquiries, please contact us at info@audiopool.io. Additionally, it is the Company’s policy to terminate the user accounts of repeat infringers.
Reliance on Information Posted
The information presented on or through the Platform is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Platform, or by anyone who may be informed of any of its contents.
This Platform includes content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.
Changes to the Platform
We may update the content on this Platform from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Platform may be out of date at any given time, and we are under no obligation to update such material.
Information About You and Your Visits to the Platform
All information we collect on this Platform is subject to our Privacy Policy. By using the Platform, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
Online Transactions and Other Terms and Conditions
All transactions through our Platform for the use of Tracks (or other purposes) on the Platform are final and non-refundable.
All prices, discounts, and promotions posted on this Platform are subject to change without notice. The price charged for a Track license will be the price in effect at the time the order is placed and will be set out in your order confirmation email. Price increases will only apply to orders placed after such changes. We strive to display accurate price information, however, we may, on occasion, make inadvertent typographical errors, inaccuracies, or omissions related to pricing and availability. We reserve the right to correct any errors, inaccuracies, or omissions at any time and to cancel any orders arising from such occurrences.
You represent and warrant that (i) the credit card information or other payment information you supply to us is true, correct, and complete, (ii) you are duly authorized to use such credit card for the transaction, (iii) charges incurred by you will be honored by your credit card company, and (iv) you will pay charges incurred by you at the posted prices, including all applicable taxes, if any, regardless of the amount quoted on the Platform at the time of your order.
If you earn revenues through the Platform, you are solely responsible for payment of any and all taxes that may be due in connection with such earnings.
Linking to the Platform and Social Media Features
You may link to our homepage or any pages on the Platform that is viewable without a login, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without Company’s express written consent.
This Platform may provide certain social media and/or promotional features that enable you to:
Link from your own or certain third-party platforms to certain content on this Platform.
Send emails or other communications with certain content, or links to certain content, on this Platform.
Cause limited portions of content on this Platform to be displayed or appear to be displayed on your own or certain third-party platforms.
Broadly Promote Tracks online and through third-party platforms
You may use these features solely as they are provided by us, and solely with respect to the content they are displayed with, and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not take any action with respect to the materials on this Platform that is inconsistent with any other provision of these Terms of Use.
The Platform from which you are linking, or on which you make certain content accessible, must comply in all respects with the Content Standards set out in these Terms of Use.
You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice.
We may disable all or any social media features and any links at any time without notice at our discretion.
Links from the Platform
If the Platform contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party Platforms linked to this Platform, you do so entirely at your own risk and subject to the terms and conditions of use for such Platforms.
Disclaimer of Warranties
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Platform will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data.
TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE PLATFORM OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY PLATFORM LINKED TO IT.
YOUR USE OF THE PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM IS AT YOUR OWN RISK. THE PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE PLATFORM. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE PLATFORM, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE PLATFORM OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE PLATFORM WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Limitation on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE PLATFORM, ANY PLATFORMS LINKED TO IT, ANY CONTENT ON THE PLATFORM OR SUCH OTHER PLATFORMS, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
ADDITIONALLY, AUDIOPOOL’S LIABILITY TO YOU UNDER ANY CIRCUMSTANCE WHATSOEVER SHALL BE LIMITED TO THE LESSER OF (1) THE AMOUNTS PAID TO YOU IN THE 12 MONTHS PRECEDING THE CLAIM, OR (2) $500.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Indemnification
You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use or your use of the Platform, including, but not limited to, your Content and/or User Contributions, any use of the Platform's content, services, and products other than as expressly authorized in these Terms of Use, or your use of any information obtained from the Platform.
Governing Law and Jurisdiction
All matters relating to the Platform and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Delaware, USA without giving effect to any choice or conflict of law provision or rule (whether of the State of Delaware, USA or any other jurisdiction).
Any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the Platform shall be instituted exclusively in the federal courts of the United States or the courts of the State of Delaware, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
Arbitration
At Company's sole discretion, it may require you to submit any disputes arising from these Terms of Use or use of the Platform, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Delaware law. You agree that any claims you may have will be adjudicated on an individual basis, and waive the right to participate in a class, collective, PAGA, or other joint action with respect to the claims.
Limitation on Time to File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE PLATFORM MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
Waiver and Severability
No waiver by the Company of any term or condition set out in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.
Entire Agreement
The Terms of Use, our Privacy Policy, Creator license, and Track license constitute the sole and entire agreement between you and Audiopool, Inc. regarding the Platform and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Platform.
Your Comments and Concerns
This Platform is operated by Audiopool Inc.
All feedback, comments, requests for technical support, and other communications relating to the Platform should be directed to: support@audiopool.io.