General terms and conditions

1. Introductory Provisions

   1. These General Terms and Conditions ("Terms") set out the terms and conditions on which we supply to you our services, whether these are goods, services or digital content ("Services") through the access of this website and/or application and/or other future platforms offered ("Platform") by a Slovenian company Creative Podcast Solutions (Umetniško poustvarjanje Simon Šimat, s. p., company registration number: 8935181000), or its affiliates ("Company").
   2. By accessing and/or using our Platform your authorized representative and/or any entity you hereby represent also accept these Terms and the Privacy Policy and agree to be bound by them. Please read these Terms as well as Privacy Policy carefully before you start using any of our services or before you submit an order.
   3. You hereby represent and warrant that:
      • you have read this Terms, understood the stated therein and you hereby agree to engage with the Company under its terms;
      • your age does not limit you from lawfully engaging within this Terms and that you are not legally prohibited from entering into this Terms;
      • you are authorized to enter into and perform the Terms for yourself or for the entity you have named as a member and to bind that entity to these terms.

2. Amendments of Terms

   1. Company has the right to modify, add, or remove ("changes") or all of these Terms at any time and each such change shall be effective immediately upon posting. Please check these terms and conditions periodically for changes. Upon making the changes, the new version of the Terms will be posted on the Platform's web site. You are advised to check for updates regularly. In the event of material changes, we will provide you with a notice. If you do not agree to the changes in any such terms, you must cease accessing and using Company's Services. By continuing to access or use our Platform you agree to the updated version of our Terms, which will apply to you in its entirety.
   2. Your continued use of this Platform and/or any purchase of Services following the posting of changes to these Terms will mean you accept those changes. Please check the Terms before every purchase.
   3. If the changed Terms apply to your order and as a result of these changes, you may cancel your order in respect of any Products you are yet to receive (unless we have sent you a processing confirmation). If you opt to cancel, we will refund the price you have paid.

3. Account Registration

   1. In order to use the Platform in its full scope and to access certain features, you may be required to become a Registered User. For the purposes of these Terms, a Registered User is a user who has/is:
      • completed registration procedure to open an account;
      • provide us with your accurate and full information;
      • of a legal age to form a binding contract and is not a person barred from using the Services under the applicable laws;
      • pay any applicable fees or expanses, except in case of a free trial account.
   2. You are forbidden from providing us with a non-existent email address or an email address which does not belong to you, impersonating another person or entity, or misleading us in any other way regarding your identity or your payment method information. In addition, you are required to protect the confidentiality and safety of the account details (username and password), and you will bear full and exclusive liability for all activities in your account. You must inform us immediately of any unauthorized use of your account.
   3. You are responsible for all the activities that occur under your account. You may not share your account or password with anyone, and you agree to:
      • notify Company immediately of any unauthorized use of your password or any other breach of security; and
      • exit from your account at the end of each session.
   4. In order to use the Platform and receive Services you are required to have an equipment and software necessary to connect to the Platform, including but not limited to, a mobile device or computer that is suitable to connect with and use the Platform. You are solely responsible for any fees, including internet connection or mobile fees, that you incur when accessing the Platform.

4. Services

   1. Our Company provides you with a collection of sounds that are available to you via our Platform, in particular we empower you to:
      • browse and listen to the music and sounds available on our website;
      • generate music and sounds based on the income parameters of your choice;
      • download (under applicable/selected license) music and sounds generated by you through our Platform;
      • use generated music and sounds in your projects under selected licence as per Article 5.
      Our Company offers following Services through the usage of its Platform:
      • purchase of pre-generated music or sound samples (digital sound library);
      • generating music or sound samples based on the user's input information and adjustment of parameters;
      • advising and generating custom made sound samples;
      • other services offered by the Company.
   2. With goal to provide you the highest quality of the Services, we need to make regular updates. As a result, our Company may change the functionality of the Platform at any time with or without notifying you. You agree and acknowledge that our Company may update Platform with or without notifying you. Our Company may also discontinue a Platform at any time with or without notifying you. You may need to update third party software from time to time in order to receive the Services and use the Platform.
   3. The rights granted to you under the scope of the received Services are subject to the following restrictions:
      • you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Platform or any portion of it, including any Company's materials, unless this is explicitly permitted by the Company;
      • you shall not use any metatags or other "hidden text" using Company's name or trademarks;
      • you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Platform or any of the Company material except to the extent the foregoing restrictions are expressly prohibited by applicable law;
      • you shall not 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 the Platform or any web pages contained on the Platform;
      • access of any Company's material in order to build a similar or competitive website or service.

5. Licences

   1. As a part of the Services our Company is offering and subject to the User’s obligations set out in provision of Article 8 of this Terms Our Company grants you non-exclusive (based on the plan you select), worldwide, non-transferable, non-sublicensable, right to use, download, modify, in whole or in part, the music or sound samples/tracks, solely in accordance with the terms and conditions of this Terms and the applicable License. By default, all licences under Section 5.4. are non-exclusive, unless the licence is explicitly marked as an exclusive. We may offer exclusive licence option (checkbox when checking out) for the existing licences under Section 5.4. (non-exclusive licences) for additional licencing fee, or agree on exclusivity for the custom licence under Section 5.5.
   2. For any sound recordings, including any and all music works (original musical composition including lyrics, music/melody and/or arrangements) that are embodied in such sound recording(s), which are licensed and made available to you by our Company via our Platform considering restrictions (“files”) you obtain from our Company based on the purchased Services, you may incorporate them into any project, commercial or otherwise, including feature films, broadcast, educational, multimedia, games, merchandise, and the internet. You agree to use your best efforts to avoid letting the files be accessible to others as a standalone file.
   3. From time to time our Company may offer you Free License. Free Licences may be granted in addition to the Paid Licenses offered to you by our Company under Section 5.4. of this Terms. You acknowledge and understand that (i) the Free License (as defined below) shall be revocable at any time. The Free License allows you to download and use files, free of charge, and use it as a part of an online podcast or service (collectively “Free License”). By downloading and using any files under this Free License, you agree to include provided attribution promo sound element in your audio for any authorized uses (if embedded by our Company in file). You agree to use reasonable efforts to credit and acknowledge company Creative Podcast Solutions. You acknowledge and understand that music or sound samples/tracks which are not expressly referenced as “Free” on the Platform’s web site are not subject to the terms of our Company’s Free License.
   4. Moreover, our Company offers Standard Paid Licences as a regular part of its Services. In particular, our Company offer individual (“pay-per-file”) license. This licence permits you to use and/or download 1 (one) music or sound file (either stored in digital library or generated by you) available on our Platform for a one-off licencing fee (as detailed on the Platform’s website). Based on the media you planned to use music or sound file, our Company offers two types of Standard Paid Licences:
      • Standard Paid License – Digital: usage of music or sound file as a part of your podcast which will be available/shared on social media such as YouTube, Instagram, Facebook, Meta, TikTok.
      • Standard Paid License – Broadcast: usage of music or sound file as a part of your podcast which will be available/shared on broadcast services like TV, Radio, V.O.D., Cinema.
      In case you use Standard Paid Licence for other purposes as set out with the section 5.4., in particular if you purchase Standard Paid License – Digital which is used on broadcasting services, we can revoke your licence, request full payment of Standard Paid License – Broadcast for each media where you published music or sound file.
   5. 5.5. In addition to Free Licences and Paid Licences, our Company offers also Custom Paid License. Custom Paid License includes all elements of Standard Paid License, except that music or sound file you ordered is individualized to your wishes and needs, whereas license fee is agreed for each such individual order.
   6. Any of Licences gives you the right to make reasonable use of the music or sound file available through our Platform or custom made for you.

6. Content Responsibility

   1. You acknowledge that all information, data, text, music, sound, messages, tags and/or other materials accessible through the Platform or the Services, whether publicly posted or privately transmitted, including the Company material ("Content"), are the sole responsibility of the party from whom such Content originated. This means that you, and not Company, are entirely responsible for all Content that you upload, post, e-mail, transmit or otherwise make available through the Services or generate on the Platform.
   2. You acknowledge that Company has no obligation to review your Content, unless otherwise explicitly agreed. Company reserves the right in its sole discretion to review, refuse or remove any Content. By entering into the Terms, you hereby provide your irrevocable consent to such monitoring and recording. In the event that Company review, refuses or removes any Content, you acknowledge that Company will do so to comply with its legal or regulatory obligations. Without limiting the foregoing, Company shall have the right to remove any Content that violates the Terms or is otherwise objectionable.
   3. Unless expressly agreed to by Company in writing elsewhere, Company has no obligation to store any of the Content that you make available through the Platform or via the Services. Company has no responsibility or liability for the deletion or accuracy of any Content. The failure to store, transmit or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Services. Certain Services may enable you to specify the level at which such Services restrict access to your Content. You are solely responsible for applying the appropriate level of access to your Content. If you do not choose, the system may default to its most permissive setting. You agree that Company retains the right to create reasonable limits on Company's use and storage of the Content, including your Content, such as limits on file size, storage space, processing capacity, and similar limits described on the Platform accompanying the Services and as otherwise determined by Company in its sole discretion.

7. Intellectual Property Rights

   1. All the information and content included on the Platform and the Services offered by the Company, inclusive without limitation of any text, illustrations, graphics, sound, sound recording, musical works, clips, graphic segments, software applications, graphs, photos, video templates, plugins, Company's name, trademarks and logos, including without limitation those used on the Platform, are protected by copyrights and intellectual property rights of the Company or of its artists ("Proprietary Content").
   2. You are not allowed to use the Company's name, trademarks and logos, including without limitation those used on the Platform.
   3. You hereby acknowledge and confirm that you do not and will not have any ownership and/or intellectual property rights in the Proprietary Content and/or recordings and/or the contents of the Platform and/or the web page trademarks and related designs, and that your right is restricted to the limited rights granted to you in these Terms.
   4. You acknowledge and agree that the music and sound files available through our Platform and Services are licensed, not sold, to you by our Company in its capacity as licensee having been granted from our Company. You acknowledge and agree that all ownership and copyright interests in the files are owned/held by the Company or other third persons. As such, when you download any file our Platform, you are (i) purchasing the applicable License for use of the sound or music file for your podcast, and (ii) not purchasing ownership of the music or sound file itself. You further acknowledge that you will not acquire any right, title or ownership interest in the sound or music file.
   5. If we are notified that any Content provided by you infringes third party copyright or other rights, we may in our sole discretion remove such Content from the Platform or take other steps that we deem necessary, without any prior notification.

8. Limitations and Restrictions

   1. In connection with your use of the Platform, Services and other Company's materials, you shall not, except as expressly permitted in the Terms:
      • make available any content that (i) is unlawful, tortious, defamatory, vulgar, obscene, libellous, or racially, ethnically or otherwise objectionable; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (iv) is violent or threatening or promotes violence or actions that are threatening to any other person; or (v) promotes illegal or harmful activities;
      • harm minors in any way;
      • impersonate any person or entity, including, but not limited, or falsely state or otherwise misrepresent your affiliation with a person or entity;
      • make available any content that you do not have a right to make available under any law or under contractual relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under non-disclosure agreements);
      • make available any content that infringes the rights of any person or entity, including without limitation, any patent, trademark, trade secret, copyright, privacy, publicity or other proprietary or contractual rights;
      • intentionally or unintentionally violate any applicable local, state, national or international law or regulation, or any order of a court;
      • register for more than one account or register for an account on behalf of an individual other than yourself;
      • advocate, encourage or assist any third party in doing any of the foregoing activities in this section;
      • use the file in applications or software that produces or generates or reproduce similar or equal sound;
      • falsely represent, expressly or impliedly, that you are the original creator/owner/author of the file;
      • edit, modify, or alter the files (a) beyond basic editing (including but not limited to setting fade-in/fade-out points, determining the start and end points, or using only a selection of the files(s)), (b) in a way that alters the file’s fundamental character, harmonic structure, lyrics and/or melody, or (c) to the prejudice of the un-waivable moral rights of Company’s licensors;
      • permit a third-party to use or copy the file, unless explicitly agreed differently;
      • use the file in any manner which may damage the Company’s reputation, or violate any rights of third parties;
      • make the files available and/or distribute, resell, or perform the sound and/or music separately from the podcast into which the file has been incorporated;
      • use the Services for any purpose not expressly permitted by this Terms or the applicable License.
   2. Our Company reserves its full right to determine at its sole discretion whether the use of a file constitutes a violation of previous paragraph. In such event, our Company may demand that you immediately cease using any of the file, Website and/or Services.

9. Withdrawal of the Revocation Right

   1. Customers who are consumers as per applicable laws explicitly and voluntarily agree to not exercise the right of withdrawal from the digital content contract based on the provided Services.

10. Third Party Services

    1. The Platform, Services and other materials may contain links to third-party websites ("Third Party Websites") and advertisements for third parties (collectively, "Third Party Websites & Ads"). When you click on a link to a Third Party Website or Ad, we will not warn you that you have left our Website and are subject to the terms and conditions (including privacy policies) of another website or destination. Such Third Party Websites are not under the control of Company. Company is not responsible for any Third Party Websites & Ads. Company provides these Third Party Websites & Ads only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third Party Websites & Ads, or their products or services. You use all links in Third Party Websites & Ads at your own risk. When you leave our Platform's website, our Terms and policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third Party Websites, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.

11. Fees and Purchase Terms

    1. 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. You must provide Company with valid credit card (Visa, MasterCard, or any other issuer accepted by us) or other payment account that we accept ("Payment Provider"), or purchase order information as a condition to signing up for the Services. Your Payment Provider agreement governs your use of the designated credit card or other payment account, and you must refer to that agreement and not this Terms to determine your rights and liabilities. By providing Company with your credit card number or other payment account and associated payment information, you agree that Company is authorized to immediately invoice your account for all fees and charges due and payable to Company hereunder and that no additional notice or consent is required. You agree to immediately notify Company of any change in your billing address or the credit card or other payment account used for payment hereunder. Company reserves the right at any time to change its prices and billing methods, either immediately upon posting on the Platform.
    2. Prices of the Services are specified in special section of the Platform and confirmed by the Registered user on the checkout page. We may change our prices any time, but that will not affect the prices for confirmed orders.

12. Indemnification

    1. You hereby undertake to indemnify the Company, its subsidiaries, affiliates, licensors, employees, officers, directors, agents, service providers and artists and anyone on their behalf for any argument, claim, damage, loss, loss of profit, payment or expense (inclusive of lawyer's fee and legal expenses) that might arise due to your use of the Company's Platform and/or Services, your breach of the provisions of this Terms or any use you make of Company's Services in violation of any applicable law or third-party rights.
    2. Our maximum aggregate liability for all breaches of this Terms is limited to the aggregate purchase User perform on our Platform. In case you receive an infringement claim from a third party, you must discontinue using our Services until the dispute is resolved. We make no other warranties of any kind about our files or Services.

13. Disclaimer of Warranties

    1. You expressly understand and agree that to the extent permitted by applicable law, your use of the Platform and the Services is at your sole risk, and the Platform and the Services are provided on an "as is" and "as available" basis, with all faults. footage firm parties expressly disclaim all warranties, representations, and conditions of any kind, whether express or implied, including, but not limited to, the implied warranties or conditions of merchantability, fitness for a particular purpose and non-infringement.
    2. The Company makes no warranty, representation or condition that:
       • the Platform or the Services will meet your requirements (unless agreed otherwise by ordering tailored Services);
       • the Platform Services will be uninterrupted or immune to damage, malfunctions, defects or failures in the hardware, software, communication systems and lines, at the Platform or at any of its suppliers;
       • the results that may be obtained from use of the Platform or Services will be accurate or reliable.
    3. Any content or Company's materials downloaded from or otherwise accessed through the Platform or the Services is accessed at your own risk, and you shall be solely responsible for any damage to your property or person, including, but not limited to, your computer system and any device you use to access the Platform or the Services, or any other loss that results from accessing such content.
    4. You acknowledge and agree that the Company is not liable for the conduct of third parties on the Platform and for operators of external sites you may visit, and that the risk of injury from such third parties rests entirely with you. Company makes no warranty that the products or services provided by third parties will meet your requirements or be available on an uninterrupted, secure, or error-free basis. Company makes no warranty regarding the quality of any such products or services, or the accuracy, timeliness, truthfulness, completeness or reliability of any user content obtained through the Platform or the Services.

14. Term and Termination

    1. These Terms commence on the date when you accept them during the account registration procedure, or when you use any of Platform features as an unregistered user.
    2. If you want to terminate any Services provided by Company, you may do so by (a) notifying Company at any time and (b) closing your account for all of the Services that you use. Your notice should be sent, in writing, to Company's email address. For the avoidance of any doubt, you are not entitled to receive any back-payments for already paid Services.
    3. Company has the right to modify, suspend or terminate any Services provided to you at any time with or without reason. You agree that all terminations for cause shall be made in Company's sole discretion.
    4. Termination of any Service includes removal of access to such Service and barring of further use of the Service. Termination of all Services also includes deletion of your password and all related information, files and Content associated with or inside your account, including any content you provided. Upon termination of any Service, your right to use such Service will automatically terminate immediately. You understand that any termination of Services may involve deletion of your content associated therewith from our live databases. Company will not have any liability whatsoever to you for any suspension or termination, including for deletion of your content. All provisions of these Terms which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.

15. General Provision

    1. Communication:The communications between you and Company use electronic means, whether you visit the Platform or send Company e-mails, or whether Company posts notices on the Platform or communicates with you via e-mail. For contractual purposes, you:
       • consent to receive communications from Company in an electronic form;
       • agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company 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.
    2. Assignment:These Terms, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Company'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:Company shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labour or materials.
    4. Jurisdiction and Law:The laws of the Republic of Slovenia will exclusively apply to these Terms, without giving effect to any rules or principles of conflict-of-law, and the jurisdiction to hear any issue resulting from or regarding this legal relationship, directly or indirectly, will be given exclusively and uniquely to the Slovenian courts and no other court anywhere else.
    5. Out of Court Dispute Resolution:you have a right to alternatively try to solve your dispute with the support of the European Platform for Online Dispute Resolution which can be accessed (https://ec.europa.eu/consumers/odr/main/index.cfm?event=main.home2.show&lng=SL).
    6. Notices:Where Company requires that you provide an e-mail address, you are responsible for providing Company with your most current e-mail address. In the event that the last e-mail address you provided to Company is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by these Terms, Company's dispatch of the e-mail containing such notice will nonetheless constitute effective notice.
    7. Entire Agreement:These Terms are the final, complete with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
    8. Severability:Each provision of these Terms is separate and distinct from each other. If any court or relevant authority determines any of paragraphs of these Terms is unlawful, then such determination will not affect other paragraphs and all other remaining paragraphs will remain in effect and full force.

Version: 1.0

Date: 12.6.2023