Website and Service Terms and Conditions - General.
The Singspiel application (“App”) and related services (together with the App, the “Service”) are operated by Singspiel, Inc. (“Singspiel,” “us,” or “we”). Access and use of the Service is subject to the following Terms and Conditions of Service (“Terms and Conditions”). By accessing or using any part of the Service, you represent that you have read, understood, and agree to be bound by these Terms and Conditions including any future modifications. Singspiel may amend, update or change these Terms and Conditions. If we do this, we will post a notice that we have made changes to these Terms and Conditions on the App for at least 7 days after the changes are posted and will indicate at the bottom of the Terms and Conditions the date these terms were last revised. Any revisions to these Terms and Conditions will become effective the earlier of (i) the end of such 7-day period or (ii) the first time you access or use the Service after such changes. If you do not agree to abide by these Terms and Conditions, you are not authorized to use, access or participate in the Service.
Description of App and Service
The Service allows users to use their personal devices to learn, practice, play a musical instrument. Users interested in such services are presented with different types of educational activities. Singspiel may, in its sole discretion and at any time, update, change, suspend, make improvements to or discontinue any aspect of the Service, temporarily or permanently.
In connection with registering for and using the Service, you agree (i) to provide accurate, current and complete information about you and/or your organization as requested by Singspiel; (ii) to maintain the confidentiality of your password and other information related to the security of your account; (iii) to maintain and promptly update any registration information you provide to Singspiel, to keep such information accurate, current and complete; and (iv) to be fully responsible for all use of your account and for any actions that take place through your account.
Your Representations and Warranties
You represent and warrant to Singspiel that your access and use of the Service will be in accordance with these Terms and Conditions and with all applicable laws, rules and regulations of Canada and any other relevant jurisdiction, including those regarding online conduct or acceptable content, and those regarding the transmission of data or information exported from Canada and/or the jurisdiction in which you reside.
You will not upload, display or otherwise provide on or through the Service any content that: (i) is libelous, defamatory, abusive, threatening, harassing, hateful, offensive or otherwise violates any law or infringes upon the right of any third party (including copyright, trademark, privacy, publicity or other personal or proprietary rights); or (ii) in Singspiel’s sole judgment, is objectionable or which restricts or inhibits any other person from using the Service or which may expose Singspiel or its users to any harm or liability of any kind.
Indemnification of Singspiel
You agree to defend, indemnify and hold harmless Singspiel and its directors, officers, employees, contractors, agents, suppliers, licensors, successors and assigns, from and against any and all losses, claims, causes of action, obligations, liabilities and damages whatsoever, including attorneys' fees, arising out of or relating to your access or use of the Service, any false representation made to us (as part of these Terms and Conditions or otherwise), your breach of any of these Terms and Conditions,or any claim that any translation we provide to you is inaccurate, inappropriate or defective in any way whatsoever.
No Representations Or Warranties
The service, including all images, audio files and other content therein, and any other information, property and rights granted or provided to you by singspiel are provided to you on an “as is” basis. Singspiel and its suppliers make no representations or warranties of any kind with respect to the service, either express or implied, and all such representations and warranties, including warranties of merchantability, fitness for a particular purpose or non-infringement, are expressly disclaimed. Without limiting the generality of the foregoing, singspiel does not make any representation or warranty of any kind relating to accuracy, service availability, completeness, informational content, error-free operation, results to be obtained from use, or non-infringement. Access and use of the service may be unavailable during periods of peak demand, system upgrades, malfunctions or scheduled or unscheduled maintenance or for other reasons. Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to you.
Limitation On Types Of Damages/Limitation Of Liability
In no event will singspiel be liable to you or any third party claiming through you (whether based in contract, tort, strict liability or other theory) for indirect, incidental, special, consequential or exemplary damages arising out of or relating to the access or use of, or the inability to access or use, the service or any portion thereof, including but not limited to the loss of use of the service, inaccurate results, loss of profits, business interruption, or damages stemming from loss or corruption of data or data being rendered inaccurate, the cost of recovering any data, the cost of substitute services or claims by third parties for any damage to computers, software, modems, telephones or other property, even if singspiel has been advised of the possibility of such damages. Singspiel’s liability to you or any third party claiming through you for any cause whatsoever, and regardless of the form of the action, is limited to the amount paid, if any, by you to singspiel for the service in the 12 months prior to the initial action giving rise to liability. This is an aggregate limit. The existence of more than one claim hereunder will not increase this limit.
Singspiel may terminate your access and use of the Service immediately at any time, for any reason, and at such time you will have no further right to use the Service. You may terminate your Singspiel account at any time by following the instructions available through the Service. The provisions of these Terms and Conditions relating to the protection and enforcement of Singspiel’s proprietary rights, your representations and warranties, disclaimer of representations and warranties, release and indemnities, limitations of liability and types of damages, ownership of data and information, governing law and venue, and miscellaneous provisions shall survive any such termination.
“Singspiel” and all other trademarks, service marks, graphics and logos used in connection with the Service are trademarks or service marks of Singspiel or their respective owners, and certain of them are registered with the United States Patent and Trademark Office. Access and use of the Service does not grant or provide you with the right or license to reproduce or otherwise use the Singspiel name or any Singspiel or third-party trademarks, service marks, graphics or logos.
Governing Law and Arbitration
These Terms and Conditions, its subject matter and Singspiel’s and your respective rights under these Terms and Conditions shall be governed by and construed under the laws of the Province of Ontario, Canada, excluding the conflict of law provisions of that or any other jurisdiction. Any dispute arising between you and Singspiel will be resolved by binding arbitration. The arbitration shall be conducted by a single arbitrator in the City of Toronto, Ontario, Canada. Unless otherwise expressly required by applicable law, each party shall bear its own attorneys’ fees without regard to which party is deemed the prevailing party in the arbitration proceeding.
This agreement was originally written in English (US). To the extent any translated version of this agreement conflicts with the English version, the English version controls.
These Terms and Conditions constitute the entire agreement between Singspiel and you concerning the subject matter hereof. In the event that any of the Terms and Conditions are held by a court or other tribunal of competent jurisdiction to be unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary so that these Terms and Conditions shall otherwise remain in full force and effect. A waiver by Singspiel or you of any provision of these Terms and Conditions or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. Singspiel may assign its rights or obligations under these Terms and Conditions without condition. These Terms and Conditions will be binding upon and will inure to the benefit of Singspiel and you, and Singspiel’s and your respective successors and permitted assigns.
Last revised on January 27, 2015